Astro Malaysia Holdings Berhad (“Amh” Or “The Company”)
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ASTRO MALAYSIA HOLDINGS BERHAD (“AMH” OR “THE COMPANY”) 6TH ANNUAL GENERAL MEETING The Audited Financial Statements for the financial year ended 31 January 2018 and the Reports of the Directors and Auditors thereon were received and duly tabled at the 6th Annual General Meeting (“AGM”) under Agenda 1. The following Resolutions as set out in the Notice of the 6th AGM dated 8 May 2018 and the Circular to Shareholders dated 8 May 2018 were duly passed at the 6th AGM:- Ordinary Business Ordinary Declaration of a Final Single-Tier Dividend of 0.5 sen per ordinary share for the financial Resolution 1 year ended 31 January 2018. Ordinary Re-election of Datuk Yvonne Chia as a Director of the Company pursuant to Article 111 Resolution 2 of the Company’s Articles of Association. Ordinary Re-election of Tun Dato’ Seri Zaki bin Tun Azmi as a Director of the Company pursuant Resolution 3 to Article 111 of the Company’s Articles of Association. Ordinary Re-election of Renzo Christopher Viegas as a Director of the Company pursuant to Resolution 4 Article 118 of the Company’s Articles of Association. Ordinary Re-election of Shahin Farouque bin Jammal Ahmad as a Director of the Company Resolution 5 pursuant to Article 118 of the Company’s Articles of Association. Ordinary Approval of Payment of Directors’ Fees and Benefits for the period from 8 June 2018 Resolution 6 until the next Annual General Meeting of the Company to be held in 2019:- Type of Fees/Benefits Amount (RM) Board Chairman 520,000 per annum Non-Executive Director 280,000 per annum Audit and Risk Committee . Chairman . 50,000 per annum . Member . 25,000 per annum Remuneration Committee . Chairman . 40,000 per annum . Member . 20,000 per annum ASTRO MALAYSIA HOLDINGS BERHAD 932533-V All Asia Broadcast Centre, Technology Park Malaysia, Lebuhraya Puchong-Sungai Besi, Bukit Jalil, 57000 Kuala Lumpur, Malaysia. Tel: +603 9543 6688 Astro Malaysia Holdings Berhad 6th Annual General Meeting held on 7 June 2018 Page 2 of 3 Type of Fees/Benefits Amount (RM) Nomination and Corporate Governance Committee . Chairman . 40,000 per annum . Member . 20,000 per annum Meeting Allowances 1,000 per day Benefits . Company car, petrol and driver for the Board Chairman Ordinary Re-appointment of Messrs PricewaterhouseCoopers PLT as Auditors of the Company. Resolution 7 Special Business Ordinary Authority for Directors to Issue Ordinary Shares pursuant to Sections 75 and 76 of the Resolution 8 Companies Act 2016. Ordinary Renewal of Authority for the Company to Purchase its Own Shares. Resolution 9 Ordinary Utilisation of Transponder Capacity on the MEASAT-3b Satellite by MEASAT Broadcast Resolution 10 Network Systems Sdn Bhd, a wholly-owned subsidiary of the Company. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with Usaha Tegas Sdn Resolution 11 Bhd and/or its affiliates. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with Maxis Berhad Resolution 12 and/or its affiliates. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with MEASAT Global Resolution 13 Berhad and/or its affiliates. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with Astro Holdings Resolution 14 Sdn Bhd and/or its affiliates. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with New Delhi Resolution 15 Television Limited and/or its affiliates. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with Sun TV Network Resolution 16 Limited and/or its affiliates. Ordinary Shareholders’ Mandate for Recurrent Related Party Transactions with GS Home Resolution 17 Shopping Inc. and/or its affiliates. Special Alterations to the Memorandum and Articles of Association. Resolution Astro Malaysia Holdings Berhad 6th Annual General Meeting held on 7 June 2018 Page 3 of 3 All Resolutions were voted on a poll at the 6th AGM of the Company in accordance with Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad. The results were validated by Symphony Corporatehouse Sdn Bhd, the Independent Scrutineer appointed by AMH. The detailed results are as follows: 6TH AGM VOTE FOR VOTE AGAINST TOTAL ABSTAIN Number of % Number of % Number of % Number of Shares Shares Shares Shares Ordinary 4,563,846,570 99.9999 2,000 Negligible 4,563,848,570 100 0 Resolution 1 Ordinary 4,561,746,143 99.9561 2,002,427 0.0439 4,563,748,570 100 100,000 Resolution 2 Ordinary 4,547,774,743 99.6707 15,023,827 0.3293 4,562,798,570 100 1,050,000 Resolution 3 Ordinary 4,561,843,043 99.9561 2,005,527 0.0439 4,563,848,570 100 0 Resolution 4 Ordinary 4,549,603,804 99.6879 14,244,766 0.3121 4,563,848,570 100 0 Resolution 5 Ordinary 4,151,134,370 91.1196 404,564,100 8.8804 4,555,698,470 100 8,150,100 Resolution 6 Ordinary 4,561,856,470 99.9564 1,992,000 0.0436 4,563,848,470 100 100 Resolution 7 Ordinary 4,561,554,070 99.9497 2,294,400 0.0503 4,563,848,470 100 100 Resolution 8 Ordinary 4,563,764,770 99.9999 4,000 0.0001 4,563,768,770 100 79,800 Resolution 9 Ordinary 2,428,842,444 99.9998 5,500 0.0002 2,428,847,944 100 2,135,000,626 Resolution 10 Ordinary 2,428,845,844 99.9999 2,000 0.0001 2,428,847,844 100 2,135,000,726 Resolution 11 Ordinary 1,966,721,397 99.9999 2,000 0.0001 1,966,723,397 100 2,597,125,173 Resolution 12 Ordinary 2,428,845,844 99.9999 2,000 0.0001 2,428,847,844 100 2,135,000,726 Resolution 13 Ordinary 888,983,470 99.9996 4,000 0.0004 888,987,470 100 3,674,861,100 Resolution 14 Ordinary 1,351,107,917 99.9997 4,000 0.0003 1,351,111,917 100 3,212,736,653 Resolution 15 Ordinary 888,985,470 99.9998 2,000 0.0002 888,987,470 100 3,674,861,100 Resolution 16 Ordinary 4,561,985,470 99.9999 2,000 Negligible 4,561,987,470 100 1,861,100 Resolution 17 Special 4,563,725,170 99.9973 123,300 0.0027 4,563,848,470 100 100 Resolution .