You are the company secretary of Roger Development Limited (Roger Ltd.), a private limited company incorporated in Hong Kong. The following shows the shareholdings of Roger Ltd. Roger Ben 100% Amy 100% C Co Ltd 100% A Co Ltd 25% B Co Ltd Johnny 26% 8% 41% Roger Ltd Note: i. ii. A Co Ltd, B Co Ltd. and Roger Ltd. are private companies limited by shares in HK. C Co Ltd. is a private limited company incorporated in British Virgin Islands (BVI) and is registered as a non-Hong Kong company under Part 16 of the Companies Ordinance (Cap. 622). B Co Ltd is wholly owned by C Co Ltd; and C Co Ltd is wholly owned by Roger. iii. Recently, you are preparing for the formalities in holding an Annual General Meeting (AGM) for Roger Ltd. and there is no special business which needs to be discussed in the AGM. Question 2 (25 marks) Required: a) i. List the usual businesses to be conducted in an AGM. (4 marks) ii. (7 marks) Discuss whether and how Roger Ltd. is allowed not to hold AGM under the CO. b) Based on the shareholding structure of Roger Ltd. shown above, list and briefly explain whether the following person is a registrable person or registrable legal entity in the Significant Controllers Register (SCR') of Roger Ltd. Is the following Yes or Brief reason: party a significant No controller of Roger Ltd.? Roger C Co Ltd B Co Ltd. Ben A Co Ltd. Amy Johnny (14 marks) [Total for Question 2: 25 marks)