NOTICE OF THIRTIETH ANNUAL GENERAL MEETING CONT’D (ii) By electronic means via Tricor TIIH Online website at https://tiih.online Please follow the procedure as set out in the Administrative Guide of the 30th AGM for the electronic submission of proxy form via TIIH Online. 9. Any authority pursuant to which such an appointment is made by a power of attorney must be deposited with the Company’s Share Registrar at Tricor Investor & Issuing House Services Sdn. Bhd., Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, W. P. Kuala Lumpur, Malaysia or alternatively, its Customer Service Centre at Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, W. P. Kuala Lumpur, Malaysia not less than forty-eight (48) hours before the time appointed for holding the general meeting or adjourned general meeting at which the person named in the appointment proposes to vote. A copy of the power of attorney may be accepted provided that it is certified notarially and/or in accordance with the applicable legal requirements in the relevant jurisdiction in which it is executed. 10. Please ensure ALL the particulars as required in the proxy form are completed, signed and dated accordingly. 11. Last day, date and time for lodging the proxy form is Sunday, 26 May 2024 at 3.00 p.m. 12. For a corporate member who has appointed a representative instead of a proxy to attend this meeting, please deposit the ORIGINAL certificate of appointment executed in the manner as stated in the proxy form with the Share Registrar of the Company at Tricor Investor & Issuing House Services Sdn. Bhd., Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, W. P. Kuala Lumpur, Malaysia or alternatively, its Customer Service Centre at Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, W. P. Kuala Lumpur, Malaysia if this has not been lodged with the Company’s Share Registrar earlier. 13. Pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all the resolutions set out in the Notice of the 30th AGM will be put to vote by way of poll. EXPLANATORY NOTES TO THE AGENDA (i) Item 1 of the Agenda Audited Financial Statements for the financial year ended 31 December 2023 This item is meant for discussion only. The provision of Sections 248(2) and 340(1)(a) of the Companies Act 2016 require that the audited financial statements and the Reports of the Directors and Auditors thereon be laid before the Company at its AGM. As such, this agenda item is not a business which requires a motion to be put forward to vote by shareholders. (ii) Ordinary Resolutions 1 to 3 Re-election of Directors The following Directors of the Company are standing for re-election as Directors of the Company and being eligible, have offered themselves for re-election at the 30th AGM:- (1) Matteo Stefanel (2) Sean S Hesh (3) Kung Lee See All the 3 retiring Directors have no conflict of interest with the Company and have no family relationship with any Director and/ or major shareholder of the Company. The Board had, through the Nomination and Remuneration Committee, carried out the necessary assessment on the retiring Directors and concluded that they met the criteria as prescribed under Paragraph 2.20A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad on character, experience, integrity, competence and time commitment to effectively discharge their roles as Directors. They also met the fit and proper criteria pursuant to the Directors’ Fit and Proper Policy adopted and devoted sufficient time to carry out their responsibilities throughout their tenure, and possess relevant qualification, knowledge and experience which complement the current Board’s competencies. Based on the above, the Board is supportive of the re-election of the aforesaid retiring Directors. 169 ANNUAL REPORT 2023
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