Affin Bank Berhad | Annual Report 2020

514 NOTICE OF ANNUAL GENERAL MEETING ORGANISATION EXECUTIVE SUMMARY CORPORATE GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION AGENDA ORDINARY BUSINESS 1. To lay before the meeting the Audited Financial Statements for the financial year ended 31 December 2020 and the Reports of the Directors and Auditors thereon. 2. To re-elect the following Directors who retire by rotation pursuant to Article 118 of the Company’s Constitution: 2.1 Mr. Chan Tze Ching Ignatius 2.2 Dato’ Rozalila binti Abdul Rahman En. Mohd Suffian bin Haji Haron who also retires pursuant to Article 118 of the Constitution of the Company, has expressed his intention not to seek re-election. Hence, he will retain office until the close of the 45 th AGM. 3. To re-elect Ms. Chan Wai Yu who retires pursuant to Article 124 of the Company’s Constitution. 4. To approve the following fees to Non-Executive Directors for the period from the 45 th AGM to the 46 th AGM of the Company:- (a) Chairman’s fee – RM160,000 per annum; (b) Director’s fee – RM130,000 per annum for each Non-Executive Director; (c) Board Committee Chairman’s fee – RM40,000 per annum; and (d) Board Committee Member’s fee – RM35,000 per annum for each member of Board Committee. 5. To approve an amount of up to RM1.4 million as benefits payable to eligible Non-Executive Directors from 45 th AGM to 46 th AGM of the Company. 6. To re-appoint Messrs PricewaterhouseCoopers PLT as the Company’s Auditors for the financial year ending 31 December 2021 and to authorise the Directors to fix the Auditors’ remuneration. SPECIAL BUSINESS To consider and if thought fit, to pass the following resolutions: 7. Ordinary Resolution Authority for Directors to Allot and Issue New Ordinary Shares in AFFIN Bank Berhad (“ABB Shares”) “THAT subject always to the Companies Act, 2016 (“Act”), the Company’s Constitution, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”) and approval of the relevant government/ regulatory authorities, the Directors be and are hereby authorised pursuant to Section 75 and Section 76 of the Act, to allot ABB Shares at any time and upon such terms and conditions and for such purposes as the Directors may in their absolute discretion deem fit, provided that the aggregate number of ABB Shares to be allotted pursuant to the said allotment does not exceed ten percent (10%) of the total number of issued shares of the Company as at the date of such allotment and that the Directors be and are hereby authorised to obtain all necessary approvals from the relevant authorities for the allotment and listing and quotation of the additional shares so allotted on Bursa Malaysia and that such authority to allot ABB Shares shall continue to be in force until the conclusion of the next annual general meeting of the Company.” Resolution 1 Resolution 2 Resolution 3 Resolution 4 Resolution 5 Resolution 6 Resolution 7 NOTICE IS HEREBY GIVEN THAT THE 45 TH ANNUAL GENERAL MEETING OF AFFIN BANK BERHAD [197501003274 (25046-T)] WILL BE BROADCASTED LIVE FROM LEVEL 18, MENARA AFFIN, 80, JALAN RAJA CHULAN, 50200 KUALA LUMPUR ON WEDNESDAY, 2 JUNE 2021 AT 2.30 P.M. FOR THE FOLLOWING PURPOSES: