Announcements To KLSE

IJM Subsidiaries & Associates
IJM Plantations Berhad (133399-A)


Updated: 31/07/2007
A B C D E F G H I J K L M
N O P Q R S T U V W X Y Z

July 31, 2007  

Share Buy-Back Statement in relation to the Proposed Renewal of Share Buy-Back Authority and Circular to Shareholders in relation to the Proposed Renewal of General Mandate for Recurrent Related Party Transactions and Proposed Amendments to Articles of Association and the Adoption of New Articles of Association


The Company is pleased to announce the release of the Statement/Circular to Shareholders (ZIP format,  941 KB, PDF format, 1,002 KB) dated 31 July 2007 together with the notice and agenda for the forthcoming Extraordinary General Meeting as follows:

NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting of IJM PLANTATIONS BERHAD (133399-A) will be held at Classics 2, Level 1, Holiday Villa Hotel & Suites Subang, 9 Jalan SS12/1, 47500 Subang Jaya, Selangor Darul Ehsan, Malaysia on Monday, 27 August 2007, at 10.30 a.m. (or immediately upon the conclusion of the 22nd Annual General Meeting scheduled at 9.30 a.m. on the same day and at the same venue) for the purpose of considering and, if thought fit, passing the following resolutions:-

1.   Ordinary Resolution

PROPOSED RENEWAL OF SHARE BUY-BACK AUTHORITY

“THAT the Directors be and are hereby authorized to purchase its ordinary shares of RM0.50 each on the market of the Bursa Malaysia Securities Berhad (“Bursa Securities”) at any time upon such terms and conditions as the Directors in their absolute discretion deem fit provided that:-

i)

the aggregate number of shares purchased does not exceed ten per cent (10%) of the issued capital of the Company;

ii)

the amount allocated shall not exceed the retained profits and share premium account of the Company; and

iii)

the shares purchased are to be treated as treasury shares, which may be distributed as dividends, resold on the Bursa Securities and/or cancelled;

and that such authority shall commence immediately upon passing of this ordinary resolution until:-

a)

the conclusion of the next Annual General Meeting ("AGM") of the Company, unless by ordinary resolution passed at that meeting, the authority is renewed, either unconditionally or subject to conditions;

b)

revoked or varied by ordinary resolution of the shareholders in a general meeting; or

c)

the expiration of the period within which the next AGM is required by law to be held,

whichever occurs first."

2.   Ordinary Resolution

PROPOSED RENEWAL OF GENERAL MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS 

THAT approval be and is hereby given to the Directors to enter into and give effect to specified recurrent transactions of a revenue or trading nature with specified classes of Related Parties (as set out in Section 2(ii) of the Circular to Shareholders dated 31 July 2007 (“the Circular”)) which are necessary for the Group's day to day operations in the ordinary course of business on terms not more favourable to the Related Parties than those generally available to the public and not detrimental to minority shareholders of the Company and that the aggregate value of the recurrent transactions made during a financial year will be disclosed in the Company’s Annual Report in accordance with the Listing Requirements of Bursa Malaysia Securities Berhad;

and that such approval shall continue to be in force until:-

a)

the conclusion of the next Annual General Meeting ("AGM") of the Company, at which time it will lapse, unless renewed by a resolution passed at that meeting;

b)

the expiration of the period within which the next AGM is required to be held pursuant to section 143(1) of the Companies Act, 1965 ("the Act") (but shall not extend to such extension as may be allowed pursuant to section 143(2) of the Act), or

c)

revoked or varied by resolution of the shareholders in a general meeting,

whichever occurs first."

3.     Special Resolution

PROPOSED AMENDMENTS TO ARTICLES OF ASSOCIATION AND THE ADOPTION OF NEW ARTICLES OF ASSOCIATION

“That the alteration, modification, addition and/or deletion to the Articles of Association as set out in Appendix I of the Circular to Shareholders dated 31 July 2007 be and are hereby approved and that the altered Articles of Association, signed by the Chairman of this meeting for purpose of identification, be and is hereby adopted as the new Memorandum & Articles of Association in substitution for and to supersede all the existing Memorandum & Articles of Association of the Company.”

Note:   
APPOINTMENT OF PROXY

A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead and such a proxy need not be a member of the Company. 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 authorized. The instrument appointing a proxy must be deposited at the Registered Office not less than forty-eight (48) hours before the time set for holding the meeting or adjourned meeting. The Circular and
Form of Proxy (PDF format, 49 KB) are available for access and download at IJM website at http://www.ijm.com.

 

 
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