BY ORDER OF THE BOARD TAN TONG LANG (MAICSA 7045482/ SSM PC NO. 202208000250) THIEN LEE MEE (LS0010621/ SSM PC NO. 201908002254) Company Secretaries Kuala Lumpur Date: 28 April 2023 7. Proposed Renewal of Share Buy-Back Authority for the Purchase of Its Own Ordinary Shares “THAT subject to the Act, the provisions of the Constitution of the Company, the Listing Requirements of Bursa Securities and the approvals of all relevant governmental and/ or regulatory authorities, the Company be and is hereby authorised, to the fullest extent permitted by law, to purchase such amount of ordinary shares in the Company as may be determined by the Directors of the Company from time to time through Bursa Securities upon such terms and conditions as the Directors may deem fit and expedient in the interest of the Company provided that:- i. the aggregate number of shares purchased or held as treasury shares does not exceed 10% of the total number of issued and paid-up shares of the Company as quoted on Bursa Securities as at the point of purchase; ii. t he maximum fund to be allocated by the Company for the purpose of purchasing its own shares shall not exceed the aggregate of the retained profits of the Company based on the latest audited financial statements available at the time of the purchase, upon such terms and conditions as set out in the Circular to Shareholders dated 28 April 2023; and iii. t he Directors of the Company may decide either to retain the shares purchased as treasury shares, or cancel the shares, or retain part of the shares so purchased as treasury shares and cancel the remainder, or resell the shares, or transfer the shares or distribute the shares as dividends. AND THAT the authority conferred by this resolution will commence after the passing of this ordinary resolution and will continue to be in force until: i. the conclusion of the next AGM at which time it shall lapse unless by ordinary resolution passed at the meeting, the authority is renewed, either unconditionally or subject to conditions; or ii. t he expiration of the period within which the next AGM of the Company is required by law to be held; or iii. r evoked or varied by ordinary resolution passed by the shareholders of the Company in a general meeting; whichever occurs first. AND THAT the Directors of the Company be and are hereby authorised to take all such steps as are necessary or expedient to implement or to effect the purchase(s) of the shares with full power to assent to any condition, modification, variation and/or amendment as may be imposed by the relevant authorities and to take all such steps as they may deem necessary or expedient in order to implement, finalise and give full effect in relation thereto.” (Ordinary Resolution 6) 8. To transact any other business of the Company for which due notice shall have been given. 232 ANNUAL REPORT 2022 DESTINI BERHAD
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