361 How We Are Governed Financial Statements Shareholders’ Information Additional Information 10.2 Ordinary Resolution 8 - Proposed Renewal of Share Buy-Back Authority The proposed Ordinary Resolution 8, if passed, will empower the Board of Directors to allocate an amount not exceeding the retained profits of the Company for the purpose of and to purchase such amount of ordinary shares in the Company from time to time on the market of Bursa Malaysia Securities Berhad upon such terms and conditions as the Board of Directors may deem fit in the interest of the Company provided that the aggregate number of shares purchased pursuant to this Resolution does not exceed ten percent (10%) of the total number of issued shares of the Company for the time being. The Shareholders’ mandate for the Proposed Renewal of Share Buy-Back Authority is subject to renewal on an annual basis. Further information on the Proposed Renewal of Share Buy-Back Authority is set out in the Share Buy-Back Statement dated 27 April 2022 which is dispatched together with the Notice of 48th AGM. 11. Abstention from Voting 11.1 The NED referred to in Ordinary Resolution 1, namely Mr. Choy Khai Choon, is a Board representative of Cahya Mata Sarawak Berhad, the holding company of CMS Capital Sdn Bhd, a major shareholder of the Company. In connection thereto, CMS Capital Sdn Bhd will abstain from voting on the resolution in respect of the election of Mr. Choy Khai Choon at the 48th AGM. 11.2 The NED referred to in Ordinary Resolution 2, namely Encik Ismail Harith Merican is the son of YM Tan Sri Dato’ Paduka Tengku Noor Zakiah Binti Tengku Ismail, a major shareholder of the Company and brother of Encik Megat Mizan Nicholas Denney, a shareholder of the Company. In connection thereto, YM Tan Sri Dato’ Paduka Tengku Noor Zakiah Binti Tengku Ismail and Encik Megat Mizan Nicholas Denney will abstain from voting on the resolution in respect of the re-election of Encik Ismail Harith Merican at the 48th AGM. 11.3 The NEDs of the Company who are the Shareholders of the Company will abstain from voting on Ordinary Resolution 4 and Ordinary Resolution 5 concerning the Directors’ fees and Directors’ benefits at the 48th AGM. In this respect, Encik Jeremy Nasrulhaq, Puan Norazian Ahmad Tajuddin and Mr. Kanagaraj Lorenz, who are Shareholders of the Company, will abstain from voting on Ordinary Resolution 4 and Ordinary Resolution 5, whereas Mr. Luigi Fortunato Ghirardello will abstain from voting on Ordinary Resolution 4 only. 12. Poll Voting Pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all the resolutions set out in this Notice will be put to vote by poll. 13. Publication of AGM Notice on the Company’s Website Pursuant to Section 320 of the Companies Act 2016, the Notice of the Company’s 48th AGM is also available on the Company’s website at www.kenanga. com.my throughout the period beginning from the date of the notice until the conclusion of the 48th AGM.
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