357 6. To re-elect Puan Fariza binti Ali @ Taib who is retiring by rotation in accordance with Clause 101 of the Constitution of the Company and being eligible, has offered herself for re-election. 7. To re-appoint PricewaterhouseCoopers PLT as Auditors of the Company for the financial year ending 31 January 2024 and to authorise the Directors to fix their remuneration. AS SPECIAL BUSINESS To consider, and if thought fit, to pass the following resolutions, with or without modifications: 8. SPECIAL RESOLUTION PROPOSED AMENDMENTS TO THE CONSTITUTION OF THE COMPANY “THAT the Proposed Amendments to the Constitution of the Company as set out in Appendix II of Part A of the circular to shareholders dated 31 May 2023, be and are hereby approved and adopted with immediate effect. AND THAT the Directors of the Company be and are hereby authorised to do all acts and things and take all such steps that may be necessary and/or expedient to give effect to the Proposed Amendments to the Constitution of the Company with full power to assent to any modification, variation and/or amendment as may be required by the relevant authorities.” 9. ORDINARY RESOLUTION AUTHORITY TO ISSUE AND ALLOT SHARES OF THE COMPANY PURSUANT TO SECTIONS 75 AND 76 OF THE COMPANIES ACT 2016 “THAT subject to the Companies Act 2016 (“the Act”), the Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the approvals of the relevant governmental/regulatory authorities, the Directors of the Company be and are hereby empowered, pursuant to Sections 75 and 76 of the Act, to issue and allot shares in the capital of the Company from time to time at such price, upon such terms and conditions, and for such purposes as the Directors may in their absolute discretion deem fit, provided that the aggregate number of shares to be issued pursuant to this Ordinary Resolution does not exceed 10% of the total number of issued shares (excluding treasury shares) of the Company for the time being AND THAT the Directors of the Company be and are also empowered to obtain the approval from Bursa Securities for the listing of and quotation for the additional shares so issued on the Bursa Securities AND FURTHER THAT such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company. THAT pursuant to Section 85(1) of the Act which must be read together with Clause 13(G) of the Constitution of the Company, by approving the resolution, the shareholders do hereby waive the statutory pre-emptive rights of the offered shares in proportion of their holdings at such price and at such terms to be offered arising from any issuance of the new shares above by the Company. AND THAT the Directors be and are hereby authorised to issue any new shares (including rights or options over subscription of such shares) and with such preferred, deferred, or other special rights or such restrictions, whether with regard to dividend, voting, return of capital, or otherwise, for such consideration and to any person as the Directors may determine.” NOTICE OF ANNUAL GENERAL MEETING Ordinary Resolution 18 (Please refer to Note 4 of the Explanatory Notes) Ordinary Resolution 19 (Please refer to Note 5 of the Explanatory Notes) Special Resolution (Please refer to Note 6 of the Explanatory Notes) Ordinary Resolution 20 (Please refer to Note 7 of the Explanatory Notes) ANNUAL GENERAL MEETING
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