Outcome of Meeting The Board of Directors of Nestlé (Malaysia) Berhad ("Company") wishes to announce that all the Ordinary Resolutions as set out in the Notice of the 36th(Thirty-Sixth) Annual General Meeting (“AGM”) of the Company dated 1April2020were duly passed by the shareholders at the AGM of the Company held today, 30 April 2020, except for Ordinary Resolution 3 which was withdrawn. In this respect, the Company had on 13 April 2020 made an announcement on re-classification of Proposed Final Dividend to Third Interim Dividend for the financial year ended 31 December 2019 and thereafter withdrawn the Ordinary Resolution 3 on 23 April 2020. Please refer to the announcements on the respective dates for further details. All the Ordinary Resolutions were voted by poll and the results of the poll were validated by Coopers Professional Scrutineers Sdn. Bhd., the independent scrutineer appointed by the Company. Please refer to the attachment for the poll results. This announcement is dated 30 April 2020. |
Voting Results |
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1. Ordinary Resolution 1 |
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Description |
TO RE-ELECT Dato Mohd. Rafik Bin Shah Mohamad as Director of the Company, who retires by rotation in accordance with Article 97.1 of the Constitution of the Company. |
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Shareholder’s Action | For Voting | |
Voted | For | Against |
No. of Shareholders | 494 | 157 |
No. of Shares | 202,044,319 | 6,573,548 |
% of Voted Shares | 96.8490 | 3.1510 |
Result | Accepted | |
2. Ordinary Resolution 2 |
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Description |
TO APPOINT Ernst & Young PLT (Firm No. 202006000003 (LLP0022760-LCA) & AF 0039), as the Auditors of the Company in place of the outgoing Auditors, KPMG PLT ((LLP0010081-LCA) & AF 0758), and to authorise the Directors to fix their remuneration. |
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Shareholder’s Action | For Voting | |
Voted | For | Against |
No. of Shareholders | 639 | 7 |
No. of Shares | 208,531,864 | 97,903 |
% of Voted Shares | 99.9531 | 0.0469 |
Result | Accepted | |
3. Ordinary Resolution 3 (Withdrawn) |
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Description |
TO APPROVE the payment of a final dividend of 140 sen per share, under a single-tier system, in respect of the financial year ended 31 December 2019. |
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Shareholder’s Action | For Voting | |
4. Ordinary Resolution 4 |
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Description |
TO APPROVE the payment of Directors' Fees amounting to RM1,240,000.00 for the financial year ended 31 December 2019. |
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Shareholder’s Action | For Voting | |
Voted | For | Against |
No. of Shareholders | 620 | 10 |
No. of Shares | 208,601,457 | 1,006 |
% of Voted Shares | 99.9995 | 0.0005 |
Result | Accepted | |
5. Ordinary Resolution 5 |
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Description |
TO APPROVE the payment of Directors' Benefits amounting to RM200,000.00 for the financial period from 1 July 2020 to 30 June 2021. |
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Shareholder’s Action | For Voting | |
Voted | For | Against |
No. of Shareholders | 619 | 11 |
No. of Shares | 207,665,108 | 4,856 |
% of Voted Shares | 99.9977 | 0.0023 |
Result | Accepted | |
6. Ordinary Resolution 6 |
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Description |
TO RETAIN Dato' Mohd. Rafik Bin Shah Mohamad who has served for a cumulative term of more than nine years as an Independent Director in accordance with Article 97.3.1 of the Constitution of the Company and in accordance with the Malaysian Code on Corporate Governance ("MCCG 2017"). |
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Shareholder’s Action | For Voting | |
Voted | For | Against |
No. of Shareholders | 496 | 154 |
No. of Shares | 199,463,615 | 9,154,249 |
% of Voted Shares | 95.6120 | 4.3880 |
Result | Accepted | |
7. Ordinary Resolution 7 |
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Description |
Proposed Renewal of Shareholders Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature as set out under Section 2.3(a) of the Circular to Shareholders dated 1 April 2020. |
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Shareholder’s Action | For Voting | |
Voted | For | Against |
No. of Shareholders | 638 | 5 |
No. of Shares | 38,312,101 | 403 |
% of Voted Shares | 99.9989 | 0.0011 |
Result | Accepted | |
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