Kumpulan Perangsang Selangor : Minutes of 46th AGM

KUMPULAN PERANGSANG SELANGOR BERHAD

(Registration No. 197501002218/ 23737-K)

(Incorporated in Malaysia)

Minutes of the Forty-Sixth Annual General Meeting ("46th AGM") of Kumpulan Perangsang Selangor Berhad ("KPS Berhad or the Company") held virtually from the Broadcast Venue at KPS

Berhad Corporate Office,17th Floor, Plaza Perangsang, Persiaran Perbandaran, 40000 Shah Alam,

Selangor Darul Ehsan and via the Boardroom Smart Investor Portal at https://investor.boardroomlimited.comon Tuesday, 30 May 2023 at 10.00 a.m.

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KUMPULAN PERANGSANG SELANGOR BERHAD (Registration No. 197501002218/ 23737-K)

RE: MINUTES OF 46TH ANNUAL GENERAL MEETING HELD ON 30 MAY 2023

CHAIRMAN

YB Dato' Haris bin Kasim ("Dato' Chairman") presided as Chairman of the 46th AGM ("Meeting").

NOTICE OF MEETING

The notice convening the Meeting, having been circulated earlier to all members of the Company via e-communicationand duly advertised in "The Star" within the prescribed period, was taken as

read.

QUORUM

On behalf of the Board and Management, Dato' Chairman welcomed all shareholders and invited guests who were present remotely from various locations through live streaming to the 46th AGM of KPS Berhad.

Thereafter, upon confirmation by the Secretary on the presence of the requisite quorum, Dato' Chairman called the Meeting to order at 10.00 a.m.

OPENING REMARKS

Dato' Chairman informed that the attendance at the 46th AGM was restricted to shareholders/proxy holders and authorised representatives of corporate shareholders who have registered to join the

Meeting remotely. Dato Chairman reminded the Meeting that any visual or audio recording of the Meeting was strictly prohibited unless the Company's prior written consent was obtained. He added that the Questions and Answers ("Q&A") session would only be conducted after all the items on

the Agenda had been tabled.

Dato' Chairman further reminded the Company had made the necessary effort to ensure smooth live streaming. However, the broadcast quality may be affected by the participants' internet

bandwidth connection and stability.

Before proceeding with the Agenda, Dato' Chairman invited the MD/GCEO to provide an overview of the Company's performance for 2022, its achievements, strategy and prospects to the

shareholders as per Appendix 2 attached.

The MD/GCEO thanked the shareholders for their participation and shared his presentation entitled

'Business Review and Prospects'

1. Report Card;
2. Financial Highlights;
3. Commitment to Environmental, Social and Governance ("EESG");
4. Economic Outlook; and
5. Managing Prospects.

Following that, Dato' Chairman thanked the MD/GCEO for the presentation and informed the meeting that any questions pertaining to the MD/GCEO's presentation would be addressed during

the Q&A session later.

Before Dato' Chairman proceeded to the first (1st) item of the Agenda, he drew the shareholders' attention to the procedures in tabling and approving resolutions. The seven (7) ordinary resolutions

as set out in the AGM Notice shall be put to the vote by polling as per Bursa Malaysia Securities Berhad ("Bursa Securities")' Main Market Listing Requirements ("MMLR"). Pursuant to Clause

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KUMPULAN PERANGSANG SELANGOR BERHAD (Registration No. 197501002218/ 23737-K)

RE: MINUTES OF 46TH ANNUAL GENERAL MEETING HELD ON 30 MAY 2023

63(3) of the Company's Constitution, voting by poll accords one vote for every one (1) share held

by the shareholder.

Thereafter, Dato' Chairman explained the sequence of the flow for the meeting as follows:

1. To go through all the seven (7) ordinary resolutions as set out in the AGM Notice;
2. Q&A session to answer the questions posted by the shareholders/proxies via the Boardroom Smart Investor Portal commencing from 20 April 2023 to 28 May 2023 and live questions posted in the query box during the live streaming.
   At this juncture, Dato' Chairman informed the meeting that the Board/Management would endeavour to answer the shareholders' questions posed, and in the event that the Board/Management were unable to answer all the relevant questions during the meeting, the
   responses to the remaining questions would either be sent via email to the shareholders at the earliest possible after the meeting or posted on the Company's website; and
3. Upon conclusion of the Q&A session, all seven (7) resolutions would be put to the vote remotely by using the Remote Participation & Electronic Voting ("RPEV") applications. The Board/Management would also allocate sufficient time for the shareholders to vote via the RPEV during the session.

Dato' Chairman added that the Company had appointed Boardroom Share Registrars Sdn Bhd ("Boardroom") as Poll Administrators and SKY Corporate Services Sdn Bhd ("SKY Corporate Services") as Independent Scrutineers.

Dato' Chairman invited Boardroom to broadcast the video tutorial on the voting procedure and how to raise questions at the meeting through the RPEV application.

Dato' Chairman thanked Boardroom for the video tutorial and proceeded with the following Agenda of the Meeting.

The Audited Financial Statements for the financial year ended 31 December 2022, together with the Reports of Directors and the Auditors ("AFS") thereon having been circulated to all

the shareholders of the Company within the statutory period, were tabled to the meeting for discussion.

It was noted that pursuant to Section 251(1)(a) of the Companies Act 2016 ("CA2016"), the AFS shall be approved by the Board, and as such, no formal approval of the shareholders for the AFS was required. Nevertheless, under Section 244(2)(a) of CA2016, the AFS shall

be circulated to the members and laid before the Company at its Annual General Meeting ("AGM").

In view of the above, Dato' Chairman declared that the AFS for the financial year ended 31 December 2022, together with the reports of the Directors and the Auditors laid at this AGM in accordance with Section 340(1)(a) of the CA2016, be and hereby received.

2. ORDINARY RESOLUTION 1 - DECLARATION OF SINGLE-TIER FINAL DIVIDEND OF 2.5 SEN PER SHARE

Dato' Chairman proceeded to Ordinary Resolution 1 in relation to the single-tier final dividend of 2.5 sen in respect of the financial year ended 31 December 2022.

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KUMPULAN PERANGSANG SELANGOR BERHAD (Registration No. 197501002218/ 23737-K)

RE: MINUTES OF 46TH ANNUAL GENERAL MEETING HELD ON 30 MAY 2023

The single-tier final dividend, if approved, would be paid on 20 June 2023 to the members based on the Record of Depositors at the close of business on 2 June 2023.

Dato' Chairman informed the meeting that the motion to vote by poll would be conducted

after the Q&A session, and henceforth, he proceeded with the next Agenda item.

3. ORDINARY RESOLUTION 2

• RE-ELECTIONOF DIRECTOR - YBHG DATUK SYED IZUAN BIN SYED
  KAMARULBAHRIN ("DATUK SYED IZUAN")

The Meeting proceeded to Ordinary Resolution 2 to re-elect Datuk Syed Izuan as Independent Director of the Company, who retired pursuant to Clause 78 of the Company's

Constitution.

Dato' Chairman informed the Meeting that Datuk Syed Izuan was subjected to retirement pursuant to Clause 78 of the Company's Constitution and, being eligible for re-election, has

offered himself for re-election. Datuk Syed Izuan was appointed to the Board on 15 August 2022, and the profile of Datuk Syed Izuan can be found on page 168 of the Company's

Integrated Annual Report 2022 ("IAR 2022").

Since voting would be conducted on a poll after the Q&A session, the Meeting proceeded with the next item on the Agenda.

4. ORDINARY RESOLUTION 3

• RE-ELECTIONOF DIRECTOR - YBHG DATO' IKMAL HIJAZ BIN HASHIM
  ("DATO' IKMAL")

Dato' Chairman proceeded with Ordinary Resolution 3 to re-electDato' Ikmal as Senior Independent Director of the Company, who retired pursuant to Clause 76(3) of the

Company's Constitution.

Dato' Chairman informed the Meeting that Dato' Ikmal was subjected to retirement pursuant to Clause 76(3) of the Company's Constitution and, being eligible for re-election, has offered himself for re-election.Dato' Ikmal was appointed to the Board on 1 January 2018 and the profile of Dato' Ikmal can be found on page 164 of the Company's IAR 2022.

Since voting would be conducted on a poll after the Q&A session, the Meeting proceeded with the next item on the Agenda.

5. ORDINARY RESOLUTION 4

• RE-ELECTIONOF DIRECTOR - PUAN NORLIZA BINTI KAMARUDDIN ("PUAN NORLIZA")

The Meeting proceeded with Ordinary Resolution 4 to re-elect Puan Norliza as Independent Director of the Company, who retired pursuant to Clause 76(3) of the Company's

Constitution.

Dato' Chairman informed the Meeting that Puan Norliza was subjected to retirement pursuant to Clause 76(3) of the Company's Constitution and, being eligible for re-election,

has offered herself for re-election. Puan Norliza was appointed to the Board on 6 April 2018 and the profile of Puan Norliza can be found on page 165 of the Company's IAR 2022.

Since voting would be conducted on a poll after the Q&A session, the Meeting proceeded with the next item on the Agenda.

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KUMPULAN PERANGSANG SELANGOR BERHAD (Registration No. 197501002218/ 23737-K)

RE: MINUTES OF 46TH ANNUAL GENERAL MEETING HELD ON 30 MAY 2023

6. ORDINARY RESOLUTION 5

• PAYMENT OF DIRECTORS' REMUNERATION UP TO AN AMOUNT OF
  RM1,782,200 IMMEDIATELY AFTER THE 46TH AGM UNTIL THE NEXT AGM OF THE COMPANY

Dato' Chairman proceeded to Ordinary Resolution 5 to consider the recommended payment of Directors' Remuneration to the Directors up to an amount of RM1,782,200 until

the next AGM of the Company. Section 230(1) of CA2016 provides, amongst others, that "the fees" of the directors and "any benefits" payable to the directors of a listed company

and its subsidiaries shall be approved at a general meeting.

Dato' Chairman elaborated that the payment was in respect of the Directors' fees and benefits payable to the Non-Executive Directors of the Company and its subsidiaries for the

period of about twelve (12) months from 30 May 2023 until the next AGM of the Company. Dato' Chairman referred to Explanatory Note 5 on page 401 of the Company's IAR 2022

for more details on the Ordinary Resolution 5.

Since voting would be conducted on a poll after the Q&A session, Dato' Chairman proceeded with the next item on the Agenda.

7. ORDINARY RESOLUTION 6

- PROPOSED RE-APPOINTMENT OF AUDITORS - MESSRS BDO PLT

Dato' Chairman proceeded to Ordinary Resolution 6 to consider the re-appointment of the retiring Auditors, Messrs BDO PLT, who have indicated their willingness to continue office

as Auditors of the Company for the next financial year and to authorise the Directors to fix the Auditors' remuneration.

Dato' Chairman informed the Meeting that the Board recommended approval of the re-

appointment of Messrs BDO PLT as the External Auditors of KPS Berhad for 2023 based on the Board Audit Committee's recommendation.

Since voting would be conducted on a poll after the Q&A session, Dato' Chairman proceeded with the next item on the Agenda.

8. ORDINARY RESOLUTION 7

• PROPOSED RENEWAL OF EXISTING SHAREHOLDERS' MANDATE FOR
  RECURRENT RELATED PARTY TRANSACTIONS ("RRPT") OF A REVENUE OR TRADING NATURE ("PROPOSED SHAREHOLDERS' MANDATE")

The Meeting proceeded to Ordinary Resolution 7 to obtain the Members' approval for the Proposed Renewal of Shareholders' Mandate for RRPT of a Revenue or Trading nature.

The full text of this Ordinary Resolution 7 was set out in the Notice of Meeting.

Dato' Chairman declared that the full text of Ordinary Resolution 7 was taken as read.

Dato' Chairman highlighted that before putting the proposed Ordinary Resolution 7 to vote, those deemed interested in the proposal, including himself as detailed in the Circular to Shareholders dated 20 April 2023, were reminded to abstain from voting on the same. However, he informed the Meeting that he would vote in his capacity as a proxy in accordance with instructions received from non-interested shareholders who have appointed the Chairman of the Meeting as their proxy.

Besides that, Dato' Chairman informed the Meeting that the Ordinary Resolution 7, if passed, will authorize the Directors of the Company to complete and do all such acts, deeds

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