minutes of the first board of directors

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    MINUTES OF THE FIRST BOARD OF DIRECTORS MEETING

    BESTARI SDN BHD

    (COMPANY NO. 86278 Z)

    Minutes of the first board of directors meeting held at Bilik Anggerik, Concorde hotel, Jalan

    Sultan Ismail, 20250 Kuala Lumpur on Thursday, 4 January 2012 at 10.00 a.m.

    Present: Nor Fashila Binti Omar Chairman

    Rokiah Binti Adnan

    Maimunah Binti Zainal Abidin

    Sakinah binti Abdullah Hakim

    Laila Amanina Binti Mat Zain

    Nabilah Syahirah Binti Zolkarnain

    In attendance: Nurhafizah Nadirah binti Rosdi Secretary

    1. Certificate Of Incorporation

    IT WAS RESOLVED THAT the companies have of incorporation dated 1 January

    2012 Together with the companys Memorandum and Article of Associations been

    and are hereby adopted.

    2. Common Seal

    IT WAS RESOLVED THAT the common seal, an impression of which is affixed in

    the margin , be and is hereby adopted as the common seal of the company.

    3. Chairman of the board

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    IT WAS RESOLVED THAT NorFashila Binti Omar be and is hereby appointed

    chairman of the board of directors.

    4. First Directors

    It was noted that Maimunah Binti Zainal Abidin and Rokiah Binti Adnan had been

    named in the companys Article of Association as the first directors of the company.

    5. Appointment as Secretary

    IT WAS RESOLVED THAT Nurhafizah Nadirah Binti Rosdi be and is hereby

    appointed as the first secretary of the company at a salary of RM4,000 with effect

    from the date of incorporation , such appointment being terminable by three(3)

    months notice in writing given by either party to the other.

    6. Registered office

    IT WAS RESOLVED THAT the situation of the registered office of the company be

    located at Lot 123, Park Royal Hotel, Jalan Sultan Ismail,20250 Kuala Lumpur.

    7. Subcribers shares

    IT WAS RESOLVED

    I. THAT two(2) subscribers share be allotted to the subscribers to the

    companys Memorandum of Association:

    Maimunah Binti Zainal Abidin 1 share

    Rokiah Binti Adnan 1 Share

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    2 shares

    II. THAT the secretary be and is hereby authorized to issued share certificates

    and affix the common seal of the company in the presence of a director and

    secretary

    8. Financial Year End

    IT WAS RESOLVED THAT the first financial year end of the company shall be

    from the dated of incorporation, 1 January 2012 and that subsequent financial years

    shall end on 31 December.

    9. Appointment Of Companys Auditor

    IT WAS RESOLVED THAT ANZ & CO is and is hereby appointed Auditors of the

    company at a fee to be agreed upon with the Directors and to hold office until the

    conclusion of the first annual general meeting.

    10. Appointment Of Managing Director

    IT WAS RESOLVED Nor Fashila Binti Omar be and is hereby appointed as

    managing Director of the company with effect from the date of his compliance with

    section 123(4) of the companies Act 1965 and upon term and conditions as stipulated

    in the contract of employment.

    11. Appointment Of Additional Directors

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    IT WAS RESOLVED THAT Sakinah Binti Abdullah Hakim and Nor Fashila Binti

    Omar be and are hereby directors of the company with effect from the date of their

    compliance with section 123(4) of the companies Act. 1965.

    12. Allotment Of Share

    IT WAS RESOLVED

    (i) THAT the following allotment of shares of RM1.00 each fully paid be

    and are hereby approved:

    Names of ALLOTTESS No. of Shares Allotted

    NorFashila Binti Omar 57,000

    Rokiah Binti Adnan 57,000

    Maimunah Binti Zainal Abidin 57,000

    Sakinah Binti Abdullah Hakim 57,000

    (ii) THAT the common seal of the company be and is hereby authorized

    to be affixed onto the share certificates to be issued to the shareholders

    in the presence of a director and secretary.

    13. Opening Of A Bank Accountant

    IT WAS RESOLVED

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    (I) THAT acurrent account in the name of the company be opened with

    Bank Muamalat Malyasia Bhd Kajang ,Selangor, and that the said

    bank be and is hereby authorized to honor all cheques , bills of

    exchange , promissory notes and other negotiaanle instruments signed,

    accepted or made on behalf of the company and to act on any

    instructions so given in regard to the account whether in credit or

    overdrawn, provided they are signed as follows:

    Individual amount up to and not in excess of RM 10,000 by

    Rokiah Binti Adnan or Maimunah Binti Zainal Abidin

    Individual amounts in excess of RM10,00 to be signed jointly

    by any TWO of the following:

    Rokiah Binti Adnan

    Maimunah Binti Zainak Abidin

    Nurhafizah Nadirah binti Rosdi

    (iii) THAT a list of the names and specimen signatures of the above

    authorized signatories can be communicated to the bank, and THAT a

    certified copy of his resolution be furnished to the said bank, and

    THAT it remain in force until the receipt by the said Bank a copy of a

    resolution to be passed by the said company rescinding the same, and

    THAT a copy of the companys Memorandum and Article of

    Association be furnished to the Bank.

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    14. Termination

    There being no other business, the meeting ended at 12.00 noon with a vote of thanks

    to the chairman.

    CONFIRMED CORRECT

    ..

    Chairman of the Board

    Date: 1 January 2013