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SHAREHOLDERS' RIGHTS AND RESPONSIBILITIES IN GENERAL MEETINGS CONTENTS Introduction What is a Company? Division Of Corporate Powers Between Board And Shareholders The Role Of Investors In Promoting Corporate Governance

Shareholders' Rights Types Of Shareholders' Meetings What Constitutes a Valid Meeting? Rights And Responsibilities Of Shareholders In Relation To General Meetings

Shareholders' Rights To Vote At General Meetings Shareholders' Right To Inspect Register Of Directors' Shareholdings At AGM

ACKNOWLEDGEMENT SIDC wishes to thank Mr. Eric Kang Shew Meng of PFA Corporate Services Sdn. Bhd. for his permission in extracting most of the information in this booklet from his paper, "Shareholders' Rights and Responsibilities in General Meetings." He presented the paper on 29 April 2000 at the SIDC Saturday Seminar on "What Investors Should Know - Part 1" held at the Securities Commission, Kuala Lumpur.

INTRODUCTION When you buy shares (whether one lot or more), you become a shareholder of the company. What then are your rights and responsibilities? How do you relate to the management and board of directors (board) of the company? If you are unhappy with the way the company is being run, when and where can you voice your grievances or concerns? As owners of companies, shareholders should play an active role in exercising their rights. They can bring the company directors to task if they believe that the business is not being run in the best interest of the company. By participating actively, shareholders can encourage openness, integrity and above all, accountability of the board and in so doing, enhance the practice of good corporate governance. Another important role of shareholders is in deciding related-party transactions since the Kuala Lumpur Stock Exchange (KLSE) Listing Rules require that controlling shareholders abstain from voting in such transactions. It is the shareholders other than the controlling shareholders that will vote on such

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