197201001795 (13487-A) Incorporated in Malaysia

PROXY FORM

No. of Shares Held: CDS Account No.:

I/We

MYKAD No./Passport No./Company No.

(Full name in BLOCK LETTERS as per MYKAD/Passport/Certificate of Incorporation)

of

(Address in full)

being a member of MNRB HOLDINGS BERHAD ("the Company"), hereby appoint

PROXY 1

No. of Shares

%

Full name as per

MYKAD/ Passport

MYKAD/ Passport No.

Address in full

Email address/ Tel No.

PROXY 2

No. of Shares

%

Full name as per

MYKAD/ Passport

MYKAD/ Passport No.

Address in full

Email address/ Tel No.

TOTAL SHARES

100%

or failing him/her, the Chairman of the Meeting, as my/our proxy to vote for me/us and on my/our behalf at the 49th Annual General Meeting of the Company to be conducted virtually at broadcast venue of the Function Room, 3rd Floor, Bangunan Malaysian Re, No. 17, Lorong Dungun, Damansara Heights, 50490 Kuala Lumpur on Thursday, 22 September 2022 at 11.00 a.m. and at any adjournment thereof, on the following resolutions referred to in the Notice of Annual General Meeting.

AGENDA

To receive the Audited Financial Statements for the financial year ended 31 March 2022 together with the Reports of the Directors and Auditors thereon.

NO. RESOLUTIONS

FOR

AGAINST

ORDINARY BUSINESS

  1. To approve the payment of a final single-tier dividend of 2.5 sen per ordinary share in respect of the financial year ended 31 March 2022.
  2. To re-elect Khalid Sufat, who retires pursuant to Clause 91 of the Company's Constitution.
  3. To re-elect Junaidah Mohd Said, who retires pursuant to Clause 91 of the Company's Constitution.
  4. To approve the payment of Directors' fees for the period from the 49th AGM until the next AGM in 2023.
  5. To approve the payment of Directors' benefits (excluding Directors' Fees) payable to the Directors up to an amount of RM798,698 from the conclusion of the 49th AGM until the conclusion of the next AGM in 2023.
  6. To reappoint Messrs Ernst & Young PLT as Auditors of the Company for the financial year ending 31 March 2023 and to authorise the Directors to fix their remuneration.
    SPECIAL BUSINESS
  7. To approve the Renewal of the Authority for Directors to Allot and Issue New Ordinary Shares in the Company in relation to the Dividend Reinvestment Plan.
  8. To approve the proposed Amendments to the Constitution of the Company.

(Please indicate with a cross (X) in the space provided whether you wish your votes to be cast for or against the resolutions above. In the

absence of specific instructions, your proxy will vote or abstain as he/they may think fit).

Dated

day of

2022

Signature of Common Seal of Member

NOTE:

  1. The Securities Commission Malaysia had on 7 April 2022, revised the Guidance Note and Frequently Asked Questions on the Conduct of General Meetings for Listed Issuers ("SC's Guidance") which encourage listed issuers to conduct virtual general meetings. As such, the Board and Management have considered all available options and decided that the 49th AGM shall be conducted virtually and entirely via remote participation and electronic voting facilities.
  2. The main and only venue for the 49th AGM is the broadcast venue which is strictly for the purpose of complying with Section 327(2) of the Companies Act 2016 and Clause 68 of the Constitution of the Company that requires the Chairman of the meeting to be present at the main venue of the meeting. No shareholders/proxies/corporate representatives should be physically present nor admitted at the broadcast venue on the day of the 49th AGM.
  3. As the 49th AGM will be conducted virtually, a member who is not able to participate in the AGM is encouraged to appoint the Chairman of the meeting as his/her proxy and indicate the voting instruction in the instrument appointing a proxy.
  4. In respect of deposited securities, only a depositor whose name appears on the Record of Depositors on 15 September 2022 shall be eligible to attend this 49th AGM or appoint a proxy(ies) to attend, speak and vote on his/her behalf.

FOLD HERE

Please

affix Stamp

BOARDROOM SHARE REGISTRARS SDN. BHD.

11th Floor, Menara Symphony

No. 5, Jalan Professor Khoo Kay Kim

Seksyen 13

46200 Petaling Jaya

Selangor Darul Ehsan

Malaysia

FOLD HERE

  1. Every member including authorised nominees as defined under the Securities Industry (Central Depositories) Act, 1991 (Central Depositories Act) and authorised nominees defined under the Central Depositories Act which are exempted from compliance with the provisions of subsection 25A(1) of the Central Depositories Act (Exempt Authorised Nominees) which hold ordinary shares in the Company for multiple beneficial owners in one securities account (Omnibus Account), is entitled to appoint another person as his/her proxy to exercise all or any of his/her rights to attend, participate, speak and vote instead of him/her at the AGM and that such proxy need not be a member.
  2. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he/she specifies the proportion of his/her shareholdings to be represented by each proxy, and only one (1) proxy shall be entitled to vote.
  3. The instrument appointing a proxy (ies) shall be in writing under the hand of the member or his/her attorney duly authorised in writing or, if the member is a Corporation, shall either be executed under its common seal or under the hand of two (2) authorised officers, one of whom shall be a director, or in the case of a sole director, by that director in the presence of a witness who attests the signature or of its attorney duly authorised in writing.
  4. The Form of Proxy duly completed must be deposited at the Share Registrar's office, Boardroom Share Registrars Sdn. Bhd., 11th Floor, Menara Symphony, No. 5, Jalan Professor Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan not less than forty-eight (48) hours before the time set for the 49th AGM or any adjournment thereof. Alternatively, the Form of Proxy may also be deposited electronically through the Share Registrar's website, Boardroom Smart Investor Portal at https://investor.boardroomlimited.com/ not less than forty-eight
    (48) hours before the time of holding the 49th AGM.
  5. If the Form of Proxy is submitted without any instruction as to how the proxy shall vote, the proxy will vote in his/her discretion. Any alteration to the Form of Proxy must be initialled. If no name is inserted in the space provided for the name of your proxy, the Chairman of the Meeting will act as your proxy.
  6. Pursuant to Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all resolutions set out in the Notice are to be voted on a poll.

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MNRB Holdings Berhad published this content on 26 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 July 2022 09:28:01 UTC.