384 YINSON HOLDINGS BERHAD | INTEGRATED ANNUAL REPORT 2024 (d) to sign and execute all documents, to do all acts, deeds and things and to enter into all transactions, arrangements and agreements as may be necessary and expedient in order to give full effect to the Proposed DRP and to implement, finalise, and complete the Proposed DRP with full power to assent to any conditions, variations, modifications and/or amendments in any manner, including amendments, modification, suspension and termination of the Proposed DRP, as the Board may, in its absolute discretion, deem fit and in the best interest of the Company and/or as may be required or permitted by any relevant authorities and to deal with all matters relating thereto and to take all such steps and do all such acts, for and on behalf of the Company; THAT pursuant to Section 85(1) of the Companies Act 2016 which must be read together with Clause 13(G) of the Constitution of the Company, approval be hereby given to disapply the pre-emptive rights of the existing shareholders of the Company to be first offered any new YHB Shares ranking equally to the existing issued YHB Shares or other convertible securities arising from any allotment and issuance of new YHB Shares to the eligible persons pursuant to the Proposed DRP which will result in a dilution to their shareholding percentage in the Company; THAT the new YHB Shares will, upon allotment and issuance, rank equally in all respects with the existing YHB Shares, save and except that the holders of new YHB Shares shall not be entitled to any dividends, rights, allotments, and/or any other forms of distributions that may be declared, made or paid to Shareholders where the entitlement date of such distributions precedes the relevant date of allotment and issuance of the new YHB Shares; THAT the Issue Price, which will be determined and fixed by the Board on the price-fixing date to be determined, shall not be more than 10% discount to the 5-day volume weighted average market price (“VWAP”) of YHB Shares immediately preceding the price-fixing date, of which the VWAP shall be adjusted ex-dividend before applying the aforementioned discount in fixing the issue price at the material time; AND THAT the Board be and is hereby authorised to do all such acts and enter into all such transactions, arrangements, deeds, and undertakings and to execute, sign, and deliver for and on behalf of the Company, all such documents and impose such terms and conditions or delegate all or any part of its powers as may be necessary or expedient in order to implement, finalise and give full effect to the issuance of new YHB Shares pursuant to the Proposed DRP, with full power to assent to any conditions, modifications, variations, and/or amendments including amendments, modifications, suspension, and termination of the Proposed DRP as the Board may, in its absolute discretion, deem fit and in the best interest of the Company and/or as may be imposed or agreed to by any other relevant authorities.” 10. To transact any other business of which due notice shall have been given in accordance with the Companies Act 2016 and the Constitution of the Company. BY ORDER OF THE BOARD YINSON HOLDINGS BERHAD TAN BEE HWEE (MAICSA 7021024) (SSM PC NO. 202008001497) CHERYL RINAI KALIP (LS0008258) (SSM PC NO. 201908001176) Company Secretaries Kuala Lumpur 31 May 2024
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