KUB Malaysia Berhad Annual Report 2021

(ii) Resolution 8 - Benefits payable to the Non-Executive Directors (‘NEDs’) (excluding the Directors’ Fees) for the period from 28 October 2021 until the conclusion of the 57 th AGM (‘the Relevant Period’). On 23 September 2021, the Board agreed to seek the shareholders’ approval for the Company to pay the Directors’ Benefits of RM350,000 for the Relevant Period. Resolution 8, if passed, will authorise the payment of the Directors’ Benefits up to RM350,000 (‘the Proposed Amount’) to the NEDs by the Company for the Relevant Period. The estimated amount payable is based on the assumption that the Company maintain its existing Board composition. The payment of the Directors’ Benefits will be made by the Company as and when incurred. In the event the Proposed Amount is insufficient, approval will be sought at the 57 th AGM for the additional benefits. 7. Re-appointment of Deloitte PLT as Auditors of the Company On 23 September 2021, the Board approved the recommendation by the Audit Committee on the re-appointment of Deloitte PLT as Auditors of the Company. The Board and the Audit Committee have collectively agreed that Deloitte PLT had met the relevant criteria prescribed by Paragraph 15.21 of the Main Market Listing Requirements of Bursa Malaysia. 8. Statement Accompanying Notice of Annual General Meeting of the Company This statement contains additional information required under Appendix 8A of the Main Market Listing Requirements of Bursa Malaysia. EXPLANATORY NOTES TO THE SPECIAL BUSINESS: 1. Resolution 10 - Authority to issue and allot shares pursuant to Sections 75 and 76 of the Companies Act, 2016 Resolution 10, which is for the purpose of granting a renewal of General Mandate (‘General Mandate’), if passed, will empower the Directors to issue and allot new shares in the Company up to an amount not exceeding in total ten per centum (10%) of the issued shares of the Company for such purposes and to such person or persons whomsoever as the Directors consider would be in the interest of the Company. The General Mandate, unless revoked or varied by the Company in general meeting, will expire at the next Annual General Meeting of the Company. The General Mandate will provide flexibility to the Company for any possible fund-raising activities including but not limited to further placement of shares, for purpose of funding future investment project(s), working capital and/or acquisitions. As at the date of this Notice, no new shares in the Company were issued pursuant to the General Mandate granted to the Directors at the 55 th AGM held on 24 September 2020 and which will lapse at the conclusion of the 56 th AGM. STATEMENT ACCOMPANYING NOTICE OF 56 TH ANNUAL GENERAL MEETING Pursuant to Paragraph 8.27(2) of Bursa Malaysia Main Market Listing Requirements The name of the Director who is due for retirement and seeking re-election pursuant to the Constitution is listed in the Notice of the 56 th AGM. Their profiles are set out in the Profile of Directors in the Annual Report 2021. Directors’ securities holdings are provided under the Analysis of Shareholdings section of the Annual Report 2021. NOTICE OF 56 TH ANNUAL GENERAL MEETING 154 KUB MALAYSIA BERHAD