FGV Annual Report 2017

FELDA GLOBAL VENTURES HOLDINGS BERHAD DETAILS OF ANNUAL GENERAL MEETING 330 (Resolution 1) (Resolution 2) (Resolution 3) (Resolution 4) (Resolution 5) (Resolution 6) (Resolution 7) (Resolution 8) (Resolution 9) (Resolution 10) (Resolution 11) (Resolution 12) (Resolution 13) AGENDA As Ordinary Business 1. To receive the Audited Financial Statements for the financial year ended 31 December 2017 together with the Reports of the Directors and Auditors thereon. Please refer to Explanatory Note 1 2. To approve the payment of Directors’ fees amounting to RM2,462,499.16 in respect of the financial year ended 31 December 2017. Please refer to Explanatory Note 2 3. To approve the payment of a portion of Directors’ fees payable to the Non-Executive Directors up to an amount of RM1,118,400.00 from29 June 2018 until the next Annual General Meeting of the Company to be held in 2019. Please refer to Explanatory Note 3 4. To approve the payment of benefits payable to the Non-Executive Directors based on the remuneration structure as disclosed in Explanatory Note 4 for the period from 29 June 2018 until the next Annual General Meeting of the Company to be held in 2019. Please refer to Explanatory Note 4 5. To re-elect Dato’ Zakaria Arshad who retires by rotation in accordance with Article 88 of the Company‘s Articles of Association and who, being eligible, offer himself for re-election. Please refer to Explanatory Note 5 6. To re-elect the following Directors who retire by rotation in accordance with Article 94 of the Company‘s Articles of Association and who, being eligible, offer themselves for re-election: (i) Dato’ Ab Ghani Mohd Ali (ii) Dato’ Sri Abu Bakar Harun (iii) Datuk Wira Azhar Abdul Hamid (iv) Datuk Dr. Salmiah Ahmad (v) Dr. Mohamed Nazeeb P.Alithambi (vi) Datuk Mohd Anwar Yahya (vii)Dr. Nesadurai Kalanithi Please refer to Explanatory Note 6 7. To re-appoint Messrs. PricewaterhouseCoopers PLT as Auditors of the Company for the financial year ending 31 December 2018 and to authorise the Board of Directors to determine their remuneration. Please refer to Explanatory Note 7 As Special Business To consider and if thought fit, to pass the following as Special Resolution: 8. PROPOSED ADOPTION OF A NEW CONSTITUTION OF THE COMPANY “ THAT approval be and is hereby given to revoke the existing Memorandum and Articles of Association (now known as the Constitution pursuant to the Companies Act, 2016) of the Company with immediate effect and in place thereof, the proposed new Constitution of the Company as set out in Appendix II NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT the Tenth (10 th ) Annual General Meeting of Felda Global Ventures Holdings Berhad ("FGV" or "the Company") will be held at the Banquet Hall 1, Level B2, Menara Felda, Platinum Park, No. 11, Persiaran KLCC, 50088 Kuala Lumpur, Malaysia on Thursday, 28 June 2018, at 11.00 a.m., or any adjournment thereof, for the transaction of the following business: