Igb Annual Report 2012

Topics: Board of directors, Corporate governance, Non-executive director Pages: 122 (37063 words) Published: September 7, 2013
IGB Corporation Berhad (5745-A)

Mid Valley City Garden Manor

www.i gbcorp.com

Annual Report | 2012

IGB Corporation Berhad (5745-A) Level 32, The Gardens South Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur Tel: (603) 2289 8989 Fax: (603) 2289 8802

Annual Report | 2012

G Residence

Park Manor

Contents

Notice of Annual General Meeting Corporate Information Profile of Directors Letter to Shareholders Corporate Governance Statement Audit Committee Report Statement on Risk Management and Internal Control Statistic of Shareholdings List of Top Ten Major Properties by Value Five-Year Group Financial Highlights Reports and Financial Statements Proxy Form

2–4 5 6–7 8 – 10 11 – 19 20 – 22 23 24 – 26 27 28 29 – 109

2

IGB Corporation Berhad

Notice of Annual General Meeting
NOTICE IS HEREBY GIVEN THAT the Forty-Ninth Annual General Meeting (“49th AGM”) of IGB Corporation Berhad (“IGB” or “the Company”) will be held at Bintang Ballroom, Level 5, Cititel Mid Valley, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur on Thursday, 30 May 2013 at 3.00 p.m. for the transaction of the following business: AGENDA Ordinary Business 1. To receive the Audited Financial Statements for the year ended 31 December 2012 and Reports of the Directors and Auditors thereon. To re-elect Robert Tan Chung Meng who retires by rotation pursuant to Article 85 of the Company’s Articles of Association (“Articles”). (Resolution 1) To re-elect the following Directors who retire by rotation pursuant to Article 86 of the Company’s Articles: (a) Tony Tan @ Choon Keat (b) Tan Kai Seng 4. (Resolution 2) (Resolution 3)

2.

3.

To re-appoint PricewaterhouseCoopers (“PwC”) as Auditors of the Company for the financial year ending 31 December 2013 and to authorise the Directors to fix their remuneration. (Resolution 4)

Special Business 5. To consider and if thought fit, to pass the following resolution pursuant to Section 129(6) of the Companies Act 1965 (“Act”): “THAT Tan Sri Abu Talib bin Othman, retiring pursuant to Section 129(2) of the Act, be and is hereby re-appointed a Director of the Company to hold office until the next annual general meeting (“AGM”). “ (Resolution 5) 6. To consider and if thought fit, to pass the following ordinary resolutions: (a) Authority to issue shares pursuant to Section 132D of the Act “THAT pursuant to Section 132D of the Act, the Articles and subject to the approvals of the relevant governmental and/or regulatory authorities, the Directors be and are hereby empowered to allot and issue new shares in the capital of the Company, and upon such terms and conditions and for such purposes and to such person(s) as the Directors may in their absolute discretion deem fit, provided that the aggregate number of shares to be issued pursuant to this resolution does not exceed 10% of the total number of issued shares of the Company (“Section 132D Mandate”) and that such authority, unless revoked or varied by the Company in general meeting, shall continue in force until the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is earlier.” (Resolution 6) (b) Renewal of shareholders’ mandate for share buy-back “THAT subject to the Act, the Company’s Memorandum and Articles and the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”), the Company be and is hereby authorised to purchase such number of ordinary shares of RM0.50 each in the Company on Bursa Securities (“Share Buy-Back Mandate”) provided that: (i) the number of shares purchased pursuant to the Share Buy-Back Mandate (in aggregate with the shares then still held by the Company) shall not exceed 10% of the issued and paid-up share capital of the Company; (ii) the maximum fund to be allocated by the Company pursuant to the Share Buy-Back Mandate shall not exceed the retained earnings and/or share premium of the Company...
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