MNRB : Minutes of 49th AGM

MINUTES OF THE 49TH ANNUAL GENERAL MEETING OF MNRB HOLDINGS BERHAD ("MNRB" OR "THE COMPANY") HELD AS A VIRTUAL MEETING FROM THE BROADCAST VENUE AT THE FUNCTION ROOM, 3RD FLOOR, BANGUNAN MALAYSIAN RE, NO. 17, LORONG DUNGUN, DAMANSARA HEIGHTS, 50490 KUALA LUMPUR, ON THURSDAY, SEPTEMBER 22, 2022 AT 11.00 A.M.

A total of 362 members comprising shareholders, proxies and corporate representatives participated online via the Remote Participation and Electronic Voting facilities through meeting platform https://meeting.boardroomlimited.myas per Attendance Record issued by the Company's Share Registrar, Boardroom Share Registrars Sdn. Bhd.

MNRB Holdings Berhad [Registration No. 197201001795 (13487-A)]

Minutes of the 49th AGM held on September 22, 2022

WELCOME ADDRESS

The Chairman welcomed all those present virtually, at the 49th Annual General Meeting ("49th AGM") of MNRB Holdings Berhad ("MNRB" or "the Company") in compliance with Section 327(2) of the Companies Act 2016 and Clause 68 of the Company's Constitution.

He informed that the virtual meeting was in accordance with the Securities Commission's revised Guidance Note and FAQ on the Conduct of General Meetings for Listed Issuers issued on April 7, 2022 which encourage listed issuer to conduct virtual general meetings.

He mentioned that the Board and Management had considered all available options and decided that the 49th AGM be conducted virtually via Remote Participation and Electronic Voting ("RPEV") facilities.

MNRB Holdings Berhad [Registration No. 197201001795 (13487-A)]

Minutes of the 49th AGM held on September 22, 2022

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QUORUM

Upon invitation by the Chairman, Puan Lena Abd Latif notified the Meeting that under Article 69 of the Company's Constitution, two (2) members present in person or by proxy would constitute a quorum at any general meeting. She then confirmed that the number of members attended was more than two (2) and announced that a quorum was present.

The Chairman then called the meeting to order.

INTRODUCTION

Prior to the commencement of the meeting, the Chairman, introduced the members of the Board, the President & GCEO, Acting GCFO and Company Secretary to the shareholders.

The Chairman acknowledge the presence of Directors within the MNRB Group, the President & Chief Executive Officers of the subsidiaries and Senior Management, who were in attendance remotely via video conferencing facility.

The Chairman also acknowledged the presence of Encik Ahmad Hammami Muhyidin, Partner representing Messrs. Ernst & Young PLT, Puan Yeow Sze Min from Securities Services (Holdings) Sdn. Bhd and Cik Leong Li Lween from KPMG Management & Risk Consulting Sdn Bhd ("KPMG") as the Company's External Moderator for the 49th AGM.

NOTICE OF MEETING

The Chairman informed that the Notice of the 49th AGM had been issued and published within the stipulated time and advertised in the New Straits Times. The Notice of the 49th AGM was taken as read.

MNRB Holdings Berhad [Registration No. 197201001795 (13487-A)]

Minutes of the 49th AGM held on September 22, 2022

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PROXY FORMS RECEIVED

As part of good governance, the Chairman reported on the proxy forms received. He mentioned that the Company had received in total 47 proxy forms from shareholders for a total of 434,449,567 shares representing 55.48% of the issued ordinary shares of the Company.

Out of those, there were 15 shareholders who had appointed the Chairman of the Meeting as proxy to vote on their behalf and the shares so represented were 6,051,308 shares representing 0.77% of the issued ordinary shares of the Company.

MEETING & VOTING PROCEDURES

The Chairman informed the shareholders that there were seven (7) ordinary resolutions and one (1) Special Resolution tabled at the 49th AGM.

He then notified that pursuant to Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("Bursa Securities"), all companies listed on Bursa Malaysia were required to carry out poll voting for every resolution set out in the notice of any general meeting.

The Chairman highlighted that for the 49th AGM, the Company had appointed Boardroom Share Registrars Sdn Bhd ("BSR") as the Poll Administrator to conduct the electronic polling process and Commercial Quest Sdn Bhd ("Commercial Quest") as the independent Scrutineers to verify the poll results.

He encouraged the shareholders to participate at the meeting by submitting typed questions in real time during the meeting until the announcement of the closure of Questions & Answers ("Q&A") session.

At the invitation of the Chairman, the briefing on the electronic/ remote poll voting

process was presented by BSR.

The Chairman then announced that the online voting platform would be opened at

11.10 a.m. He informed that after the Q&A session, the polling session would be opened for a further 10 minutes for members to cast their votes.

MNRB Holdings Berhad [Registration No. 197201001795 (13487-A)]

Minutes of the 49th AGM held on September 22, 2022

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Upon conclusion of the polling session, the online voting platform would close and

the meeting would be adjourned for 15 minutes for the Poll Administrator to

tabulate the votes and the independent Scrutineers to verify the poll results. Upon

receiving the poll results validated by the Scrutineers, the meeting would resume

for the declaration of results.

The Chairman then briefed on the flow of the meeting which would start with a presentation by the President & GCEO on the Group's results, followed by the agenda of the AGM and thereafter, with the Q&A session.

PRESENTATION ON COMPANY'S UPDATES

The Chairman then invited the President & GCEO to present the highlights of the Group's results and activities for the financial year ended ("FYE") March 31, 2022 before he proceeded with the official business of the AGM.

The President & GCEO presented and highlighted the Group's results and activities incorporating, as follows:-

MNRB Group:

1. Highlights of financial year ended 2022.
2. Performance Review.
3. Group Gross Premium / Contribution.
4. Group Net Investment.
5. Group Profit After Tax.
6. Subsidiaries Development.

Reinsurance & Retakaful

1. Summary of Reinsurance & Retakaful Performance.
2. Gross Premium / Contribution.
3. Net Investment Income.
4. Profit After Tax.

General Takaful

1. Summary for General Takaful.
2. Gross Contribution.
3. Net Investment Income.
4. Profit After Tax.

MNRB Holdings Berhad [Registration No. 197201001795 (13487-A)]

Minutes of the 49th AGM held on September 22, 2022