UEM Sunrise : UEMS - 15th AGM Minutes

MINUTES OF THE FIFTEENTH ANNUAL GENERAL MEETING ("15TH AGM") OF UEM SUNRISE BERHAD ("UEMS" OR "THE COMPANY") HELD VIRTUALLY AND BROADCASTED LIVE FROM BOARDROOM, LEVEL U6, BLOCK C5, SOLARIS DUTAMAS, NO. 1, JALAN DUTAMAS 1, 50480 KUALA LUMPUR ("BROADCAST VENUE") VIA THE REMOTE PARTICIPATION AND ELECTRONIC VOTING ("RPEV") FACILITIES ON https://meeting.boardroomlimited.my/ON WEDNESDAY, 7 JUNE 2023 AT 10.00 A.M.

Present	: Directors present at Broadcast Venue
	YBhg. Dato' Noorazman Abd Aziz (Chairman)
	Ms. Christina Foo
	Directors present remotely via video conferencing facility
	YBhg. Dato' Mohd Izani Ghani
	Pn. Zaida Khalida Shaari
	En. Effizal Faiz Zulkifly
	Mr. Chari T.V. Thirumala
	Mr. Poh Ying Loo
	YBhg. Datin Sri Badrunnisa Mohd Yasin Khan
	Mr. Alex Yeow Wai Siaw
	A total of 1,027 members comprising shareholders, proxies and corporate representatives participated online via
	the RPEV facilities through the meeting platform https://meeting.boardroomlimited.my/as per the Attendance
	Record issued by the Company's Share Registrar and Poll Administrator, Boardroom Share Registrars Sdn Bhd.

In attendance : Present at Broadcast Venue

En. Sufian Abdullah, Chief Executive Officer ("CEO")

En. Azmy Mahbot, Principal Officer of Finance

Ms. Liew Irene, Joint Company Secretary

Poll Administrator - present at Broadcast Venue

Mr. Yap Soon Hoe, Senior Manager, Boardroom Share Registrars Sdn Bhd

Scrutineers - present at Broadcast Venue

Mr. Jason Cheng Chia Ping, Senior Manager, Commercial Quest Sdn Bhd

External Auditors - participation via video conferencing facility

Mr. Terence Tan, Engagement Partner of Messrs. Ernst & Young PLT

UEM Sunrise Berhad (Registration no. 200801028815 [830144-W])	1
Minutes of the Fifteenth Annual General Meeting held on 7 June 2023

1. CHAIRMAN AND WELCOMING ADDRESS
2. YBhg. Dato' Noorazman Abd Aziz presided as Chairman of the Meeting.
3. The Chairman welcomed all members to the 15th AGM of the Company, which was convened virtually in compliance with Section 327 of the Companies Act 2016 and Article 70 of the Constitution of the Company.

1. QUORUM
2. The Chairman informed the Meeting that the Company Secretary has confirmed the required quorum of two (2) members present in person or by proxy in accordance with Article 72 of the Company's Constitution. Members who have logged in at the start of the meeting was deemed present in person for the purposes of the quorum.
3. The Chairman declared the online meeting platform opened.

1. INTRODUCTION
2. The Chairman introduced Ms. Christina Foo, the Senior Independent Director; CEO; Principal Officer of Finance and Company Secretary who were present at the Broadcast Venue. He then introduced the members of the Board who were in attendance via video conferencing facility. He further introduced the external auditors from Messrs. Ernst & Young PLT, Mr. Terence Tan, who was in attendance via video conferencing facility.

1. NOTICE OF MEETING
2. The Chairman informed that the Integrated Report 2022 and Notice of Meeting were issued and announced to Bursa Malaysia Securities Berhad ("Bursa Securities") and published on the corporate website within the stipulated time. The Notice of Meeting dated 28 April 2023 was advertised in The New Straits Times. Having been circulated to the shareholders within the prescribed period, the Notice of Meeting was taken as read.

1. PRELIMINARY & VOTING PROCEDURES
2. The Chairman reported that the Company had received in total 216 proxy forms and corporate representative forms from shareholders for a total of 4,007,970,391 ordinary shares representing 79.23% of the issued ordinary shares of the Company. Out of those, there were 50 shareholders who had appointed the Chairman of the Meeting as proxy to vote on their behalf. The shares represented were 488,911,595 ordinary shares representing 9.67% of the issued ordinary shares

UEM Sunrise Berhad (Registration No. 200801028815 [830144-W])	2
Minutes of the Fifteenth Annual General Meeting held on 7 June 2023

of the Company. Based on the report from the Poll Administrator, a total of 1,124 shareholders, proxies and corporate representatives had registered to participate and vote at the Meeting, as at the last date and time for registration.

1. Voting at the Meeting was conducted by way of poll as required pursuant to Paragraph 8.29A of the Listing Requirements of Bursa Securities.
2. The Chairman informed that the Company's Share Registrar, Boardroom Share Registrars Sdn Bhd was appointed as the Poll Administrator to conduct the electronic polling process and Commercial Quest Sdn Bhd was appointed as the independent Scrutineers to verify the poll results.
3. The Chairman then briefed the members on the flow of the meeting whereby the CEO would first present an update of the Company's 2022 performance prior to the tabling of all items to be transacted at the Meeting, followed by the Questions and Answers ("Q&A") session. He encouraged the members to participate at the Meeting by submitting typed questions in real time via the chat box on the messaging screen of the RPEV facilities on the meeting platform. He added that questions could be submitted at any time until announcement of the closure of the Q&A session.
4. The Chairman reminded that the attendance at the Meeting was restricted to shareholders, proxies and corporate representatives who have registered to join the meeting remotely. Any discussion that transpired in the Meeting was deemed confidential and any visual or audio recording was strictly prohibited unless prior written consent had been obtained from the Company.
5. A video to brief the members on the electronic/remote poll voting process and the procedure to raise questions at the Meeting was presented by Boardroom Share Registrars Sdn Bhd, the Poll Administrator.

1. CHAIRMAN'S ADDRESS
2. The Chairman informed that throughout 2022, UEMS and its subsidiaries ("Group") had regained momentum and returned to profitability. The Board and Management remained optimistic about the Group's potential and believed that the transformation strategy would help the Company in achieving its goal of becoming a well-rounded real estate player in the coming years.

UEM Sunrise Berhad (Registration No. 200801028815 [830144-W])	3
Minutes of the Fifteenth Annual General Meeting held on 7 June 2023

1. PRESENTATION ON COMPANY'S UPDATES
2. The CEO presented an overview of the Company's business performance in 2022 and its growth strategies moving forward with the salient updates as follows:
3. 1. Snapshots of the financial performance for the financial year ended 31 December 2022 were presented.
   2. UEMS has adopted and deployed the three-phased Strategic Turnaround Plan which was split into Triage, Stabilise and Sustain that was intended to transform UEMS into a balanced real estate player in the next five years and beyond.
   3. The successful implementation of the Triage initiatives in 2022 led to a turnaround of performance in 2022.
   4. UEMS recorded a significant improvement in its earnings in tandem with the higher revenue, in addition to improvements in other income. UEMS also scaled down its operating expenses and received a better share of results from the joint ventures and associates.
   5. The Company has entered the second stage of Triage in 2023 and plans to leverage on the momentum created in stage one which concentrated on fundamentals and areas requiring immediate attention.
   6. In the Stabilise stage which is expected to commence in 2024, UEMS will carry through the initiatives from Triage including enhancing the launch pipeline and expanding product offerings beyond residential and commercial real estate. This would pave the way for a more sustainable growth trajectory for the business. Digitalisation and innovation are set to be the key enablers for further efficiency in its operations while the People strategy will reinforce the Group's culture and values, and nurture its talents.
   7. UEMS has introduced the Happy+ Product branding series which segmented its products into five categories namely the KASIH series, RISE series, NEST series, CLUB Edition and LUXE Collection, catering to homebuyers with varying lifestyles and life-stage needs.
   8. UEMS made significant progress in its environmental, social and governance ("ESG") agenda, having established the Sustainability Blueprint in the first quarter of 2022 in line with the Malaysian government's objective to achieve Carbon Neutrality by 2050. The Company is in the process of establishing a Sustainable Development Design Guideline as a reference guide to comply with when integrating sustainability elements into its design decisions.
   9. The turnaround plan entails UEMS achieving project pipelines readiness to achieve an estimated launch of RM15 billion in Gross Development Value up until 2030.
   10. Snapshots of ESG operationalisation and achievements, outlook for UEMS Group, Operations, Retail & Commercial and International business were also presented.

UEM Sunrise Berhad (Registration No. 200801028815 [830144-W])	4
Minutes of the Fifteenth Annual General Meeting held on 7 June 2023

1. AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITORS THEREON
2. The Chairman informed the Meeting that the Audited Financial Statements for the financial year ended 31 December 2022 as set out on pages 242 to 374 of the Integrated Report 2022 were laid for discussion purposes only and the shareholders' approval was not required under the Companies Act 2016. Hence, it was not put forward for voting.
3. The Chairman then declared that the Audited Financial Statements for the financial year ended 31 December 2022 together with the Reports of the Directors and Auditors thereon were received and duly tabled at the Meeting.

1. ORDINARY RESOLUTION 1
   RE-ELECTION OF YBHG. DATO' MOHD IZANI GHANI
2. The Chairman tabled Ordinary Resolution 1 on the re-election of YBhg. Dato' Mohd Izani Ghani who retired by rotation in accordance with Article 93 of the Company's Constitution and, being eligible, has offered himself for re-election. He informed that Dato' Izani was appointed as Non-IndependentNon-Executive Director on 1 June 2019 and serves as the Chairman of the Board Tender Committee and a member of Nominations & Remuneration Committee.

1. ORDINARY RESOLUTION 2
   RE-ELECTION OF EN. EFFIZAL FAIZ ZULKIFLY
2. The Chairman tabled Ordinary Resolution 2 on the re-election of En. Effizal Faiz Zulkifly who retired by rotation in accordance with Article 93 of the Company's Constitution and, being eligible, has offered himself for re-election. He informed that En. Effizal was appointed as Non-IndependentNon-Executive Director on 24 February 2020 and serves as a member of the Board Development Committee.

1. ORDINARY RESOLUTION 3
   RE-ELECTION OF MR. CHARI T.V. THIRUMALA
2. The Chairman tabled Ordinary Resolution 3 on the re-election of Mr. Chari T.V. Thirumala who retired by rotation in accordance with Article 93 of the Company's Constitution and, being eligible, has offered himself for re-election. He informed that Mr. Chari was appointed as Independent Non-Executive Director on 5 November 2020 and serves as the Chairman of the Board Governance & Risk Committee and a member of the Audit Committee.

UEM Sunrise Berhad (Registration No. 200801028815 [830144-W])	5
Minutes of the Fifteenth Annual General Meeting held on 7 June 2023