HeiTech Padu : Minutes of 27th AGM

HEITECH PADU BERHAD

(Registration No.: 199401024950) (310628-D)

Minutes of 27th Annual General Meeting ("AGM") of HeiTech Padu Berhad held via Online Meeting Platform on Thursday 23rd June 2022 at 10.30 a.m.

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1. CHAIRMAN'S ADDRESS
   The Chairman extended a warm welcome to all present and thanked to the shareholders and proxies for attending the 27th Annual General Meeting ("AGM") of HeiTech Padu Berhad. Before beginning the proceedings of AGM, the Chairman reminded the shareholders that the attendance of the AGM is restricted to the Company's shareholders and authorized corporate representatives who have registered to attend the meeting.
   The Chairman introduced the members of the Board, Company Secretaries and Executive Council Members who were present at the 27th AGM.
2. QUORUM
   Upon inquiry from the Chairman, the Company Secretary confirmed that there was a sufficient quorum for the commencement of the meeting. The Chairman called the meeting to order.
3. NOTICE
   The Notice of the AGM dated 23 June 2022, having been circulated in accordance with the Company's Constitution, was taken as read.
4. VOTING BY POOL
   The Chairman informed that pursuant to Paragraph 8.29A of the Main Market Listing Requirements, any resolutions set out in the notice of any general meeting shall be voted by poll.
   The meeting was further informed that Tricor Investor & Issuing House Services Sdn. Bhd. had been appointed as the Poll Administrator to conduct the polling process while Messrs. AljeffriDean PLT had been appointed as the independent scrutineer to verify the poll results. The polling process for all resolutions would be conducted upon completion of the deliberation of all items to be transacted at the AGM.
5. RECEIPT OF AUDITED FINANCIAL STATEMENTS FOR FINANCIAL YEAR ENDED 31 DECEMBER 2021
   The Chairman informed that the Audited Financial Statements for financial year ended 31 December 2021 was meant for discussion only under the provision of Section 340(1)(a) of the Companies Act 2016 and need not be put to vote by the shareholders.
   The Chairman welcomed questions from the shareholders and proxies who were present at the 27th AGM. As there was no question from the floor, the Chairman proceeded to the next item on the agenda.

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6. RESOLUTIONS 1 TO 3

RE-ELECTION OF THE FOLLOWING DIRECTORS WHO RETIRED IN ACCORDANCE WITH ARTICLE 82 OF THE COMPANY'S CONSTITUTION:

1. DATO' SRI MOHD HILMEY BIN MOHD TAIB

1. PUAN WAN AINOL ZILAN BINTI ABDUL RAHIM

1. ENCIK HAMZAH BIN MAHMOOD

The Chairman further proceeded to the next 3 Ordinary Resolutions pertaining to the re-election of Directors who were retiring by rotation pursuant to Article 82 of the Company's Constitution and being eligible, had offered themselves for re-election.

7. RESOLUTIONS 4 TO 6

RE-ELECTION OF THE FOLLOWING DIRECTORS WHO RETIRED IN ACCORDANCE WITH ARTICLE 85 OF THE COMPANY'S CONSTITUTION:

1. ENCIK RAZALEE BIN AMIN

1. MR CHONG SEEP HON

1. ENCIK NIK MUSTAPHA BIN NIK MOHAMED

The Chairman informed that Encik Razalee Bin Amin, Mr. Chong Seep Hon and Encik Nik Mustapha who were retiring under Article 85 of the Company's Constitution were eligible for re-election.

1. RESOLUTION 7
   TO APPROVE THE PAYMENT OF DIRECTORS' FEES AMOUNTING TO RM240,000 FOR THE FINANCIAL YEAD ENDED 31 DECEMBER 2021
   Agenda No. 4 was to seek the members' approval for the payment of Directors' Fees of RM240,000 for the financial year ended 31 December 2022.
2. RESOLUTION 8
   TO APPROVE THE PAYMENT OF DIRECTORS' BENEFIT FOR THE PERIOD 24 JUNE 2022 UNTIL THE NEXT AGM
   The next agenda was to approve the payment of Directors' Benefits from 24 June 2022 until the next AGM of the company. The Chairman explained that by virtue of Section 230(1) of the Companies Act 2016, shareholders' approval would be required for any benefits to be paid to the Directors.
3. RESOLUTION 9
   TO APPROVE THE PROVISION OF CHAIRMAN'S ALLOWANCE OF RM3,000 PER MONTH FOR THE CHAIRMAN OF HEITECH PADU BERHAD.
   For next agenda, the Chairman declared that since he is the Director standing for Resolution 9, the Chair was passed to Dato' Sri Mohd Hilmey Bin Mohd Taib ("Dato' Sri Mohd Hilmey"). Dato' Sri Mohd Hilmey tabled resolution 9 for a vote and the Chair was passed back to the Chairman.

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11. RESOLUTION 10

TO RE-APPOINT MESSRS. AL JAFREE SALIHIN KUZAIMI PLT ("SALIHIN") AS AUDITORS FOR THE ENSUING YEAR AND TO AUTHORISE THE DIRECTORS TO FIX THEIR REMUNERATION

The Chairman proceeded to the next Agenda in respect of the re-appointment of the retiring auditors, Messrs. Al Jafree Salihin Kuzaimi PLT as auditors of the Company. The retiring auditors had expressed their willingness to continue in office.

SPECIAL BUSINESS

12. RESOLUTION 11

AUTHORITY TO ALLOT SHARES PURSUANT TO SECTIONS 75 AND 76 OF THE COMPANIES ACT 2016.

The next Agenda was a Special Business to consider and if thought fit, to pass an Ordinary Resolution to authorize the Directors to issue an aggregate number of shares not exceeding 10% of the total number of issued shares of the Company pursuant to the Companies Act 2016.

This mandate would provide flexibility to the Board of Directors to issue and allot shares of up to 10% of the share capital of the Company at any time, without convening a general meeting for any possible fund raising activities and placement of shares.

QUESTIONS AND ANSWERS ("Q&A") SESSION

Following the presentation of all the resolutions in the agenda, the Chairman declared the commencement of the Q&A session.

The questions and the corresponding responses from the Company to the members were attached to this Minutes as Annexure A.

E-POLLING PROCESS

The Chairman informed that the meeting would proceed with the electronic poll voting i.e e-polling for the proposed Ordinary Resolutions. He then briefed the meeting on the procedures on the electronic polling process.

The meeting was adjourned at 11.00 a.m. for shareholders and proxies to cast their votes.

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ANNOUNCEMENT OF POLL RESULTS

The Chairman resumed the meeting at 11.30 a.m. to announce the polling results in respect of the resolution which had been tabled at 27th AGM. He further highlighted that the polling results had been verified by the Scrutineers, Messrs. AljeffriDean PLT. The results were displayed on the screen and based on the polling results, the Chairman declared that all the resolutions as set out in the Notice of 27th AGM dated 24 June 2022 had been carried as follows and a copy of the polling results presented at the meeting was attached to this Minutes as Annexure B.

The poll results in respect of the Ordinary Resolutions were as follows:-

ORDINARY RESOLUTION 1

RE-ELECTION OF DATO' SRI MOHD HILMEY BIN MOHD TAIB WHO RETIRED IN ACCORDANCE WITH ARTICLE 82 OF THE COMPANY'S CONSTITUTION

"THAT Dato' Sri Mohd Hilmey Bin Mohd Taib who retired pursuant to Article 82 of the Company's Constitution, be re-elected to serve on the Board of Directors of the Company."

ORDINARY RESOLUTION 2

RE-ELECTION OF PUAN WAN AINOL ZILAN BINTI ABDUL RAHIM WHO RETIRED IN ACCORDANCE WITH ARTICLE 82 OF THE COMPANY'S CONSTITUTION

"THAT Puan Wan Ainol Zilan Binti Abdul Rahim who retired pursuant to Article 82 of the Company's Constitution, be re-elected to serve on the Board of Directors of the Company."

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