NOTICE IS HEREBY GIVEN
that the Twenty Second (22
nd
) Annual General Meeting (“
AGM
”) of KPJ Healthcare Berhad (“
KPJ
” or the
“
Company
”) will be held at the Permata Ballroom, Level B2, The Puteri Pacific Hotel, Jalan Abdullah Ibrahim, 80000 Johor Bahru,
Johor, on Thursday, 28 May 2015 at 12.00 noon for the following purposes:-
AGENDA
Ordinary Business
1.
To receive and adopt the Audited Financial Statements for the year ended 31 December 2014 and the
Reports of the Directors and Auditors thereon.
(Resolution 1)
2.
To re-elect the following Directors who retire in accordance with the Articles of Association of the
Company:-
(i) Datin Paduka Siti Sa’diah Sh Bakir – Article 96
(ii) Zainah Binti Mustafa – Article 96
(iii) Dr Kok Chin Leong – Article 96
(Resolution 2)
(Resolution 3)
(Resolution 4)
3.
To consider, and if thought fit, to pass the following resolutions pursuant to Section 129(6) of the Companies
Act 1965:-
(i) That Dr Yoong Fook Ngian, who is above the age of seventy (70), be and is hereby re-appointed as
Director and to hold office until the next AGM of the Company.
(Resolution 5)
4.
To approve the payment of Directors’ fees in respect of the financial year ended 31 December 2014.
(Resolution 6)
5.
To re-appoint Messrs Ernst & Young as Auditors of the Company and to authorise the Directors to fix their
remuneration.
(Resolution 7)
Special Business
To consider and if thought fit, to pass the following resolutions:
6.
ORDINARY RESOLUTION 1
CONTINUING IN OFFICE AS INDEPENDENT NON-EXECUTIVE DIRECTORS
In line with Recommendation 3.2 and 3.3 of the Malaysian Code on Corporate Governance 2012 (“MCCG
2012”), the Nomination & Remuneration Committee (“NRC”) had conducted an assessment of independence
under the nomination and election process of Independent Non-Executive Directors (“INED”), whereby the
NRC reviewed whether the nominated candidates have satisfied the criteria for an independent director as
prescribed in Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market Listing Requirements
(“Listing Requirements”) and its Practice Note 13 prior to seeking shareholders’ approval at the 22
nd
AGM
on the appointment of INEDs.
“
THAT
, subject to the passing of Resolution 3, approval be and is hereby given to Zainah Binti Mustafa who
has served as an Independent Non-Executive Director of the Company for a cumulative term of more than
nine (9) years, to continue to act as an Independent Non-Executive Director of the Company until the
conclusion of the next AGM.
(See Note f)
“
THAT
, subject to the passing of Resolution 4, approval be and is hereby given to Dr Kok Chin Leong who
has served as an Independent Non-Executive Director of the Company for a cumulative term of more than
nine (9) years, to continue to act as an Independent Non-Executive Director of the Company until the
conclusion of the next AGM.
(See Note f)
(Resolution 8)
(Resolution 9)
307
KPJ Healthcare Berhad annual report
2014
Notice of
Annual General Meeting
