Page 17 - HRC_AR2020

HENGYUAN REFINING COMPANY BERHAD I 15

SPECIAL BUSINESS
To consider and if thought fit, to pass the following resolutions:-

6. PROPOSED RENEWAL OF AUThORITY TO ALLOT AND ISSUE ShARES PURSUANT TO (Ordinary Resolution 6)
SECTIONS 75 AND 76 OF ThE COmPANIES ACT 2016
“ThAT subject to Sections 75 and 76 of the Companies Act, 2016 (the Act), the Main Market
Listing Requirements of Bursa Malaysia Securities Berhad (Bursa Securities) and the approval of the
relevant regulatory authorities, where such approval is required, the Directors of the Company
be and are hereby authorised to issue and allot shares in the capital of the Company, grant
rights to subscribe for shares in the Company, convert any securities into shares in the Company,
or allot shares under an agreement or option or offer (New Shares) from time to time,
at such price, to such persons and for such purposes and upon such terms and conditions as the
Directors may in their absolute discretion deem fit, provided that the aggregate number of such
New Shares to be issued and allotted, to be subscribed under any rights granted, to be issued
from conversion of any security, or to be issued and allotted under an agreement or option or
offer, pursuant to this resolution, when aggregated with the total number of any such shares
issued during the preceding 12 months does not exceed 10% of the total number of issued
shares (excluding any treasury shares) of the Company for the time being AND ThAT such
authority shall continue to be in force until the conclusion of the next AGM of the Company.”
[Please refer to Note (c)]

7. PROPOSED RENEWAL OF AUThORITY FOR ShARE BUY-BACK (Ordinary Resolution 7)
“ThAT subject always to the Act, the Constitution of the Company, the Main Market Listing
Requirements of Bursa Securities (Listing Requirements) and all other applicable laws, guidelines,
rules and regulations, the Company be and is hereby authorised, to the fullest extent permitted
by law, to purchase such number of issued shares in the Company as may be determined by
the Directors of the Company from time to time through Bursa Securities upon such terms
and conditions as the Directors may deem fit and expedient in the interest of the Company
provided that:
i. the aggregate number of issued shares in the Company (Shares) purchased (Purchased Shares)
and / or held as treasury shares pursuant to this ordinary resolution does not exceed ten per
centum (10%) of the total number of issued shares of the Company as quoted on Bursa
Securities as at point of purchase; and
ii. the maximum fund to be allocated by the Company for the purpose of purchasing the shares
shall not exceed the aggregate of the retained profits of the Company based on the latest
audited financial statements and / or the latest management accounts (where applicable)
available at the time of the purchase,
(Proposed Share Buy-Back).