21ST KEYS CARVING - Change of Cosec - 22224

Download as pdf or txt
Download as pdf or txt
You are on page 1of 7

21ST KEYS CARVING & ARTISTRY SDN. BHD.

Company Registration No.: 202301034240 (1528163-M)


(Incorporated in Malaysia)

DIRECTORS’ WRITTEN RESOLUTION MADE PURSUANT TO THE CONSTITUTION OF THE


COMPANY

1. CHANGE OF COMPANY REGISTERED ADDRESS

RESOLVED:-

THAT the Company's address be changed from 11-2 PUSAT PERDAGANGAN ONE PUCHONG,
JALAN OP 1/2 OFF JALAN PUCHONG 47160 PUCHONG SELANGOR to 55-02, JALAN MOLEK
1/29, TAMAN MOLEK, 81100 JOHOR BAHRU, JOHOR with immediate effect.

2. CHANGE OF COMPANY SECRETARY

RESOLVED:-

THAT ELLYSSA WONG KIT MUN (MAICSA7073368) be and hereby appointed as Company
Secretary in place of LINDA KHOO with immediate effect from the date of this resolution.

THAT the Secretary be authorised to notify the Companies Commission of Malaysia to effect the
changes herein.

Dated:

Signed by all the Director(s) of the Company:

THOMAS CHENG
21ST KEYS CARVING & ARTISTRY SDN. BHD.
Company Registration No.: 202301034240 (1528163-M)
(Incorporated in Malaysia)

LINDA KHOO
11-2 PUSAT PERDAGANGAN ONE
PUCHONG, JALAN OP 1/2 OFF JALAN
PUCHONG 47160 PUCHONG
SELANGOR

Date :

RE: TERMINATION OF CORPORATE SERVICES

We regret to inform you that we will be terminating your Company Secretary with effect from the date of this
letter.

We will like to collect from you the documents:

1 Company Registers & Minutes Files, comprising of the following:


a Register of Application For and Allotment of Shares
b Register of Members
c Register of Directors
d Register of Company Secretary
e Register of Auditors
f Register of Directors Shareholdings
g Register of Share Transfers
h Register of Members Meeting Minutes
i Register of Board Meeting Minutes
j Register of Mortgages or Charges
k Register of Debentures
l Register of Documents Sealed
m Register of Holders of Interest
2 Common Seal, if any
3 Share Certificates, if any
4 Memorandum and Articles of Association / Constitution
5 Past year annual return filings and acknowledgement and any other secretarial documents
6 All prior/current year signed financial statements

I will appreciate if you could kindly hand over the above documents to the representative(s) from C&G
Corporate Services and provide them with your utmost support for a smooth handing over.

Thank you for your past service and wish you the best in your future endeavours.

Yours faithfully,

__________________________________
THOMAS CHENG
DIRECTOR
C&G Corporate Services
202203089434 (IP0570469-U)
55-02, Jalan Molek 1/29, Taman Molek, 81100, Johor Bahru, Johor
Tel : +60 11-1137 7155 Email : [email protected]
www.cgcorpsec.com

DATE:

THOMAS CHENG
30 JALAN SERI AUSTIN 3/53 TAMAN SERI
AUSTIN 81100 JOHOR BAHRU JOHOR

Dear Sir,

21ST KEYS CARVING & ARTISTRY SDN. BHD. - 'the Company'


COMPANY SECRETARIAL SERVICES

We write to confirm the terms of our engagement and the nature and extent of the services we will
provide. Our nominated persons will be responsible for managing all the corporate secretarial
services we provide to you, with the support of our professional team.

This letter also serves to define the scope of our responsibilities and our understanding of the
corporate secretarial services you require of us.

1. Services

We are pleased to provide the Company with the services of a Company Secretary and with the
corporate secretarial services described below (hereinafter collectively called "the Services") upon
the terms and conditions set out herein. The primary functions and responsibilities of the Company
Secretary are:

a) The custody and maintenance of the Company's statutory registers, minute book and other
statutory records, in conjunction with the e-files kept by the Companies Commission of
Malaysia ("CCM").

b) The supervision, preparation and filing of statutory returns of the Company with the CCM.

c) The safe custody and use of the Common Seal, if any.

d) The preparation and maintenance of minutes of meetings of Directors and Shareholders.

In connection with the provision of the services of a Company Secretary, we shall be pleased to
provide support services and corporate secretarial assistance to the Company in the following
matters:-
C&G Corporate Services
202203089434 (IP0570469-U)
55-02, Jalan Molek 1/29, Taman Molek, 81100, Johor Bahru, Johor
Tel : +60 11-1137 7155 Email : [email protected]
www.cgcorpsec.com

A. ROUTINE

a) The maintenance of the Company's Statutory registers and minute books;

b) Reminder on holding of Annual General Meeting and circulation of audited financial


statements;

B. NON-ROUTINE

a) Documentation for Extraordinary General Meetings, e.g. change of auditors and change of
company name;

b) Preparation and filing of any other Statutory returns with the CCM not covered under routine
services;

c) c) Documentation for meetings of the Board of Directors and preparation of Directors’


resolutions in writing for matters not covered under routine services;

d) Documentation for allotment and transfer of shares, including filing of returns and stamping
of transfer instruments;

e) Preparation of allotment letters (if used), certificates and other corporate secretarial
documents relating to shares and other security transactions;

f) Attendance at meetings of Shareholders and Directors and taking minutes thereof;

g) Keeping the Directors of the Company apprised of matters necessary to comply with the
administration of company laws and advising on statutory requirements in relation to the
aforesaid; and

h) Attending to any other corporate secretarial matters not covered under routine services
mentioned above.

During the continuance of our engagement, we will perform the Services (all on the basis of lawful
instructions and directions and information received) to the best of our ability.
C&G Corporate Services
202203089434 (IP0570469-U)
55-02, Jalan Molek 1/29, Taman Molek, 81100, Johor Bahru, Johor
Tel : +60 11-1137 7155 Email : [email protected]
www.cgcorpsec.com

2. It is understood and agreed that

a) Upon your acceptance of this letter as per the terms herein, you will take such steps as are
necessary for member(s) of our staff nominated by us ("our Nominee") (who will be qualified
for the purposes of the Companies Act to discharge the functions of a Company Secretary) to
be appointed to the office of Secretary of the Company. During our service period, you will
keep us fully informed (and in a timely manner) of all administrative and management
actions, whether actual or proposed, in relation to the corporate administrative and corporate
secretarial aspects of the Company so as to enable our nominee to discharge his/her duties as
Company Secretary hereunder and under the Companies Act and for us to perform the
Services. In view of the responsibilities involved and the severe penalties that may be
imposed under the Companies Act for non-compliance, you will indemnify us and our nominee
at all times for any reason whatsoever.

b) The termination of our services is acceptable only by way of at least one (1) month in advance
written notice of termination (e.g. Letter and/or Email) from your company. In the event of
our ceasing (for reasons whatsoever) to provide the Services, you will take immediate steps,
and in any event not later than seven (7) business days, to appoint another person in place of
our nominee as Secretary of the Company and to change the registered office to an address
other than ours. You shall provide us with satisfactory documentary evidence that such
changes have been effected and notified to the CCM.

c) If there are outstanding payments being accumulated for 6 months and above, we reserve the
right to terminate ourselves as your Company Secretary upon issuing a Letter of Notification.
In this event, the outstanding payments are due immediately and we will commence legal
proceedings without further notice if you fail to pay the outstanding payments within fourteen
(14) business days from the date of Letter of Notification.

d) We shall be entitled to substitute, with prior notice in writing to you, another member of our
staff as our nominee to hold the office of Secretary of the Company for the time being.

e) You are aware and recognise that the Companies Act imposes various statutory duties on the
Company and that its officers (being principally, the Directors and Company Secretary) are
responsible for securing compliance by the Company of such duties. The CCM will penalise the
Company and, where applicable, its officers, for any late lodgement; we require your co-
operation in supplying us with necessary information in a timely manner whenever we are to
attend to the preparation and/or lodgement of any statutory returns on your behalf.
C&G Corporate Services
202203089434 (IP0570469-U)
55-02, Jalan Molek 1/29, Taman Molek, 81100, Johor Bahru, Johor
Tel : +60 11-1137 7155 Email : [email protected]
www.cgcorpsec.com

3. FEES

a) Our Company Secretarial fees and service fees on registered address will be charged half
yearly prior to the commencement on the next half year period.

b) Any corporate action request or ad-hoc routine will be billed separately based upon the
degree of responsibility and skill involved and the time spent on the work.

c) Invoice will be issued prior to work done. We will proceed with the preparation of
documents/submission once full payment is received.

d) Time costs incurred in relation to the review and, if necessary, rectification of statutory
records prior to our engagement, if any, will be billed separately. We will not be responsible
for the accuracy or completeness of the Company’s record or for any non-compliance prior to
the date of our appointment.

e) There will be additional charges for disbursements (such as filing fees to the CCM, courier fees
or other fees and expenses) and we will provide you with an invoice as and when it incurs and
you are required to pay them without any delays.

f) It is agreed and understood that we shall not be obliged to commence, provide or continue to
provide the Services if any of our invoices are outstanding and unpaid. Unless otherwise
mutually agreed in writing or stated thereon, all our invoices in respect of the Services are
payable upon presentation. Furthermore, we will not be obliged to release the Company’s
records until all outstanding invoices have been paid. Please note that fees billed or paid in
advance are not refundable upon termination.

We shall be grateful if you will kindly acknowledge receipt of this letter and confirm your
acceptance of the above terms and conditions by signing and returning to us the duplicate copy of
this letter.

We appreciate very much the opportunity to serve you and hope that our association will be a long
and pleasant one.
Yours faithfully,

C&G CORPORATE SERVICES

****************************************************************************************

A. We authorise C&G Corporate Services ("CGCS") to act on our behalf to incorporate a Malaysia
registered company based on the information provided in this form or based on any other
information provided separately, written, verbal or electronically transmitted.

B. We indemnify CGCS, its business associates, employees or sub-contractors, from all liabilities,
compensation, legal action that may arise from this engagement.

C. We hereby accept and acknowledge the terms of engagement in this letter and confirm our
agreement to be responsible for the fees and expenses of CGCS incurred in accordance with
the provisions of this letter.

On behalf of 21ST KEYS CARVING & ARTISTRY SDN. BHD.,

Signed by

THOMAS CHENG
NRIC No./Passport No.: K4210832P
DIRECTOR

You might also like