Hartalega : Minutes of Meeting - 16th AGM

HARTALEGA HOLDINGS BERHAD

Registration No. 200601022130 (741883-X)

(Incorporated in Malaysia)

AGM16/2022

MINUTES OF THE SIXTEENTH (16TH) ANNUAL GENERAL MEETING OF THE COMPANY HELD AT THE BALLROOM 2 & 3, 1ST FLOOR, SIME DARBY CONVENTION CENTRE, NO. 1A, JALAN BUKIT KIARA 1, 60000 KUALA LUMPUR ON THURSDAY, 1 SEPTEMBER 2022, AT 9.30 A.M.

Present	:	As per Attendance List
Chairman	:	Mr Kuan Kam Hon @ Kwan Kam Onn
In Attendance	:	Ms Wong Youn Kim - Company Secretary
		Mr Wong Maw Chuan - Company Secretary
		Ms Lee Chin Wen - Company Secretary
By Invitation	:	As per Attendance List

1 CHAIRMAN

1.1 Mr Kuan Kam Hon @ Kwan Kam Onn as Chairman of the Board of Directors presided the meeting in accordance with Clause 56 of the Company's Constitution.

2 QUORUM

2.1 The requisite quorum being present pursuant to Clause 53 of the Constitution of the Company, the Chairman declared the meeting duly convened.

3 NOTICE OF MEETING

1. The Notice convening the Meeting having been circulated together with the Annual Report within the prescribed period was taken as read.
2. The Secretary was invited to brief the meeting on the procedures of the meeting and voting for the proposed Ten (10) ordinary resolutions as set out in the notice of meeting circulated to the shareholders on 29 July 2022.
3. The Secretary briefed the meeting that pursuant to the Listing Requirements of Bursa Malaysia, with effect from 1 July 2016, any resolution set out in the notice of any general meeting or notice of resolution will be voted by poll, which would be conducted upon completion of the remaining business of the meeting.

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Sixteenth Annual General Meeting held on 1 September 2022(Cont'd)

AGM16/2022

4 PRESENTATIONS ON THE GROUP'S OPERATIONS AND FINANCIAL

PERFORMANCES

4.1 Before proceeding with the meeting, the Shareholders were enlightened by Mr Kuan Mun Keng's presentation on the Group's operations and the financial performance particularly on the following areas, details of which is as per Annexure 1 attached: -

1. Financial Performance Review (FY 2022)
2. Market Outlook
3. Our Growth Journey Continues
4. Key Strategies & Initiatives

5 MINORITY SHAREHOLDER WATCHDOG GROUP - QUESTIONS AND ANSWERS

1. The Chairman informed the meeting that the Company had received a letter from
   Minority Shareholder Watchdog Group ("MSWG") dated 23 August 2022, requesting its Board of Directors of the Company to address the several points in the interest of the minority shareholders and all other stakeholders.
2. The presentation on the questions raised by MSWG was noted by all shareholders and proxies presented in the meeting.
3. The official reply by the Company in relation to the questions as raised by MSWG and as presented in the meeting was submitted to MSWG on 1 September 2022. (As per Annexure 2 attached).

6 AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2022

1. The Audited Financial Statements for the financial year ended 31 March 2022 together with the Reports of the Directors and Auditors thereon were laid before the meeting pursuant to Section 340(1)(a) of the Companies Act 2016.
2. The Chairman invited questions pertaining to the financial statements from the members and proxies. All the ancillary questions posted by shareholders and proxies were clarified and answered amicably.
3. After much deliberation, the Chairman declared that the financial statements and the reports therein were taken as laid before the meeting pursuant to Section 340(1)(a) of the Companies Act, 2016.

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JL/NZ/MIN/916/MINUTES # 16TH AGM # 1 SEPTEMBER 2022

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Sixteenth Annual General Meeting held on 1 September 2022(Cont'd)

AGM16/2022

7 TO APPROVE THE PAYMENT OF FINAL DIVIDEND FOR THE FINANCIAL YEAR ENDED 31 MARCH 2022

1. The Chairman moved the motion that the Board of Directors has recommended the payment of a final dividend of 3.50 sen per share single tier in respect of the financial year ended 31 March 2022.
2. On the proposal of Mr. Kuan Eu Jin (a shareholder) and seconded by Ms Shu Tuang Tien (a shareholder), the Chairman put the motion to the meeting for approval.
3. The Meeting were informed by the Chairman that the dividend would be paid on 29 September 2022 to shareholders of the Company whose names appear in the Record of Depositors at the close of business on 15 September 2022.

8 TO APPROVE THE PAYMENT OF DIRECTORS' FEES AND BENEFITS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2022

1. The Chairman informed the Meeting that the next item on the Agenda was to approve the payment of Directors' Fees of RM1,320,000 and benefits of RM27,500 for the financial year ended 31 March 2022.
2. Upon the proposal by Mr. Yogaretnam A/L K.Kanagandram (a shareholder) and seconded by Mr. Kuan Eu Jin (a shareholder) , the Chairman put the motion to the Meeting for approval.

9 TO APPROVE THE PAYMENT OF DIRECTORS' FEES AND BENEFITS

FROM 1 APRIL 2022 UNTIL THE NEXT ANNUAL GENERAL MEETING

1. The Chairman informed the Meeting that the next item on the Agenda was to approve the payment of Directors' Fees of up to RM2,184,000 and benefits of up to RM58,000, from 1 April 2022 until the next Annual General Meeting.
2. Upon the proposal by Mr. Lim Leng Yaw (a shareholder) and seconded by Mr. Tan Soon Peng (a shareholder), the Chairman put the motion to the Meeting for approval.

10 RE-ELECTION OF DIRECTORS RETIRING UNDER THE PROVISION OF THE CONSTITUTION OF THE COMPANY

10.1 The Chairman nominate Mr. Kuan Mun Leong to chair the meeting on this agenda in relation to the re-election of the following Directors retired by rotation pursuant to Clause 91 of the Company's Constitution and being eligible, had offered themselves for re- election: -

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JL/NZ/MIN/916/MINUTES # 16TH AGM # 1 SEPTEMBER 2022

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Sixteenth Annual General Meeting held on 1 September 2022(Cont'd)

AGM16/2022

1. 1. Mr. Kuan Kam Hon@ Kwan Kam Onn
   2. Tan Sri Dr Rebecca Fatima Sta. Maria
   3. Datuk Seri Nurmala binti Abd Rahim
2. On the proposal of Ms Lim Mei Siong (a shareholder) and seconded by Ms Lim Mee Har (a shareholder), the Chairman put the following motion to the Meeting for approval: -
   "THAT Mr. Kuan Kam Hon@ Kwan Kam Onn retiring pursuant to Clause 91 of the
   Company's Constitution be and is hereby re-elected as director of the Company."
3. On the proposal of Mr Lam Yue Choong (a shareholder) and seconded by Mr Kuan Eu Jin (a shareholder), the Chairman put the following motion to the Meeting for approval: -
   "THAT Tan Sri Dr Rebecca Fatima Sta. Maria retiring pursuant to Clause 91 of the
   Company's Constitution be and is hereby re-elected as director of the Company."
4. On the proposal of Mr. Lim Ah Kok (a shareholder) and seconded by Mr. Tan Eng Kian (a shareholder), the Chairman put the motion to the Meeting for approval: -
   "THAT Datuk Seri Nurmala binti Abd Rahim retiring pursuant to Clause 91 of the
   Company's Constitution be and is hereby re-elected as director of the Company."
5. Mr Kuan Mun Leong informed the meeting that Mr Yap Seng Chong retired by rotation pursuant to Clause 96 of the Company's Constitution and being eligible, had offered himself for re-election.
6. On the proposal of Mr Muniandy A/L Karishnan (a shareholder) and seconded by Mr Yap Koon Teck (a proxy), the Chairman put the following motion to the Meeting for approval: -
   "THAT Mr Yap Seng Chong retiring pursuant to Clause 96 of the Company's
   Constitution be and is hereby re-elected as director of the Company."

11 RE-APPOINTMENT OF DELOITTE PLT AS AUDITORS

1. The Chairman informed the Meeting pertaining to the re-appointment of Deloitte PLT as Auditors of the Company to hold office and to authorise the directors to determine their remuneration.
2. On the proposal by Mr. Tan Kim Kee (a shareholder), and seconded by Mr. Teow Chee Keong (a proxy), the Chairman put the motion to the meeting for approval.

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JL/NZ/MIN/916/MINUTES # 16TH AGM # 1 SEPTEMBER 2022

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Sixteenth Annual General Meeting held on 1 September 2022(Cont'd)

AGM16/2022

12 SPECIAL BUSINESS

12.1 AUTHORITY TO DIRECTORS TO ALLOT AND ISSUE SHARES PURSUANT TO SECTION 75 & 76 OF THE COMPANIES ACT, 2016

1. The Chairman informed the Meeting that the next item on the Agenda was to consider and if thought fit, to pass an Ordinary Resolution authorizing the Directors pursuant to Section 75 & 76 of the Companies Act, 2016 to allot and issue shares not exceeding 10% of the total issued share capital. The Meeting noted that the primarily purpose of this resolution would be to give flexibility to the Board of Directors to issue and allot shares at any time at their absolute discretion and in the best interest of the Company without having to convene a separate general meeting. This authority shall continue in force until the conclusion of the next Annual General Meeting.
2. On the proposal of Mr Wong Yean Khong (a shareholder) and seconded by Mr. Lim San Kim (a shareholder), the Chairman put the following motion to the meeting for approval:-
   Ordinary Resolution: -
   Authority to allot and issue shares pursuant to Section 75 & 76 of the Companies Act 1965
   "THAT subject to the Companies Act, 2016, the Constitution of the Company and the approvals of the Securities Commission, Bursa Malaysia Securities Berhad and other relevant governmental and/or regulatory authorities, where such approval is required, the Directors of the Company be and are hereby authorised and empowered pursuant to Section 75 and Section 76 of the Companies Act, 2016 to allot and issue shares in the Company from time to time and upon such terms and conditions and for such purposes as the Directors may in their absolute discretion deem fit, provided that the aggregate number of shares issued pursuant to this resolution does not exceed ten per centum (10%) of the total issued share capital of the Company for the time being and THAT the Directors be and are also empowered to obtain the approval for the listing and quotation of the additional shares so issued on the Bursa Malaysia Securities Berhad and THAT such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company."

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