Ken : 4. 40th AGM Summary of Key Matters Discussed

KEN HOLDINGS BERHAD

198301010855 (106173-M)

(Incorporated in Malaysia)

Summary of Key Matters discussed at the 40th Annual General Meeting of KEN Holdings Berhad held at The Space, Level 2, Menara KEN TTDI, No. 37, Jalan Burhanuddin Helmi, Taman Tun Dr Ismail, 60000 Kuala Lumpur on Thursday, 6 June 2024, at 10.00 a.m.

1. CHAIRMAN OF THE MEETING
   Dato' Tan Boon Kang ("Chairman") chaired the 40th Annual General Meeting ("40th AGM") of the Company and welcomed all present to the Meeting.
2. QUORUM
   The presence of quorum was confirmed by the Chairman pursuant to Clause 69 of the Company's Constitution.
3. NOTICE OF MEETING
   The Notice convening the Meeting having been circulated within the prescribed period, was with the permission of the Meeting, taken as read.
4. VOTING PROCEDURES
   The Chairman informed the Meeting that the resolutions set out in the Notice of the Meeting would be conducted by way of poll pursuant to Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad. The Meeting was also informed that the Company had appointed Tricor Investor & Issuing House Services Sdn Bhd as Poll Administrator to conduct the polling process and Value Creator Consultancy as the Scrutineer to validate the votes cast on all resolutions tabled at the meeting. Voting was subsequently conducted upon completion of the discussions of the agenda items.
5. AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
   The Company's Audited Financial Statements for the financial year ended 31 December 2023 ("FYE 2023") were for discussion only as it does not require shareholders' approval pursuant to Section
   340(1) of the Companies Act 2016. As such, this agenda was not put forward for voting. There being no question raised by the shareholders, the Audited Financial Statements for the FYE 2023 was duly received by the shareholders.
6. ORDINARY RESOLUTION 1
   ∙ PAYMENT OF DIRECTORS' FEE

The Directors' fee of RM140,000 payable in respect of the financial year ended 31 December 2023 was tabled at the meeting. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

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7. ORDINARY RESOLUTION 2

∙ PAYMENT OF DIRECTORS' BENEFITS TO THE NON-EXECUTIVE DIRECTORS

The Directors' benefits of up to RM50,000 for the period from 7 June 2024 until the next Annual General Meeting of the Company was tabled at the meeting. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

8. ORDINARY RESOLUTION 3

∙ RE-ELECTION OF DATO' NOOR AZAM BIN JAMALUDIN AS DIRECTOR

The resolution in respect of the re-election of Dato' Noor Azam bin Jamaludin who retires pursuant to Clause 119 of the Company's Constitution was tabled at the meeting. Dato' Noor Azam bin Jamaludin, being eligible, had offered himself for re-election. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

9. ORDINARY RESOLUTION 4

∙ RE-ELECTION OF DATO' TAN BOON KANG AS DIRECTOR

The resolution in respect of the re-election of Dato' Tan Boon Kang who retires pursuant to Clause 114 of the Company's Constitution was tabled at the meeting. Dato' Tan Boon Kang, being eligible, had offered himself for re-election. There was no matter raised by the shareholders of the Company on this Agenda.

10. ORDINARY RESOLUTION 5

∙ RE-ELECTION OF DATO' IR. DR. ASHAARI BIN MOHAMAD AS DIRECTOR

The resolution in respect of the re-election of Dato' Ir. Dr. Ashaari bin Mohamad who retires pursuant to Clause 114 of the Company's Constitution was tabled at the meeting. Dato' Ir. Dr. Ashaari bin Mohamad, being eligible, had offered herself for re-election. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

11. ORDINARY RESOLUTION 6

∙ RE-APPOINTMENT OF AUDITORS

The re-appointment of Messrs. UHY as auditors of the Company and to hold office in accordance with the terms of their appointment at a remuneration to be determined by the Board of Directors was tabled at the meeting. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

12. ORDINARY RESOLUTION 7

• AUTHORITY TO ALLOT AND ISSUE SHARES PURSUANT TO SECTIONS 75 AND 76 OF THE COMPANIES ACT, 2016

The resolution in respect of the authority to allot and issue shares pursuant to Sections 75 and 76 of the Companies Act, 2016 was tabled at the meeting. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

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13. ORDINARY RESOLUTION 8

• PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO PURCHASE ITS OWN SHARES OF UP TO TEN PERCENT (10%) OF THE TOTAL NUMBER OF ISSUED SHARES
  OF THE COMPANY ("PROPOSED RENEWAL OF SHARE BUY-BACK")

The resolution in respect of the Proposed Renewal of Share Buy-Back was tabled at the meeting. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

14. ORDINARY RESOLUTION 9

• RETENTION OF DATO' IR. DR. ASHAARI BIN MOHAMAD AS INDEPENDENT NON- EXECUTIVE DIRECTOR

The resolution in respect of the retention of Dato' Ir. Dr. Ashaari bin Mohamad who has served as an Independent Non-Executive Director for a cumulative term of more than nine (9) years, be retained as an Independent Non-Executive Director until the conclusion of the next AGM was tabled at the meeting. The Chairman invited questions from the floor and no matters were raised by the shareholders of the Company.

1. ANY OTHER BUSINESS
   The Secretary informed the Chairman that there is no other ordinary business when due notice shall have been given.
2. POLL RESULTS
   There being no questions raised from the floor and after the polling and counting of the poll results, all the resolutions tabled at the 40th AGM were duly passed by the shareholders of the Company and the poll results of each resolution which had been validated by the Scrutineer are summarised below:

			FOR		AGAINST	TOTAL
	No.	Resolutions
No. of		%	No. of	%	No. of		%
			shares		shares	shares
	1.	Payment of Directors'	112,203,462		99.9998	200	0.0002	112,203,662		100.000
	fees
		Payment of Directors'
	2.	benefits to Non-Executive	112,203,462		99.9998	200	0.0002	112,203,662		100.000
		Directors
		Re-election of Dato' Noor
		Azam bin Jamaludin as a
	3.	Director pursuant to	134,246,240		99.9999	200	0.0001	134,246,440		100.000
		Clause 119 of the
		Company's Constitution
		Re-election of Dato' Tan
		Boon Kang as a Director
	4.	pursuant to Clause 114 of	124,445,462		99.9998	200	0.0002	124,445,662		100.000
		the Company's
		Constitution
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		FOR		AGAINST	TOTAL
No.	Resolutions
No. of		%	No. of	%	No. of		%
		shares		shares	shares
	Re-election of Dato' Ir. Dr.
	Ashaari bin Mohamad as
5.	a Director pursuant to	134,246,240		99.9999	200	0.0001	134,246,440		100.000
	Clause 114 of the
	Company's Constitution
	Re-appointment of
	Messrs. UHY as Auditors
6.	of the Company and to	134,246,240		99.9999	200	0.0001	134,246,440		100.000
	authorise the Directors to
	fix their remuneration
	Authority to allot and
7.	issue shares pursuant to	133,936,240		99.7689	310,200	0.2311	134,246,440		100.000
Sections 75 and 76 of the
	Companies Act, 2016
8.	Proposed renewal of	133,936,440		99.7691	310,000	0.2309	134,246,440		100.000
Share Buy-Back
	Retention of Dato' Ir. Dr.
9.	Ashaari bin Mohamad as	134,246,240		99.9999	200	0.0001	134,246,440		100.000
Independent Non-
	Executive Director

17. CLOSURE

There being no other business to be transacted, the Meeting closed at 10.45am with a vote of thanks to the Chairman.

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