10. AUTHORITY TO ISSUE SHARES PURSUANT TO SECTIONS 75 AND 76 OF THE COMPANIES ACT 2016 “THAT subject always to the Companies Act 2016, the Constitution of the Company, the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the approvals from the relevant governmental and/or regulatory authorities, the Directors be and are hereby empowered pursuant to Sections 75 and 76 of the Companies Act 2016 to issue and allot new shares in the Company (“DNeX Shares”) 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 10% of the total number of issued shares of the Company for the time being. THAT pursuant to Section 85 of the Companies Act 2016 to be read together with Rule 76 of the Constitution of the Company, approval be and is hereby given to waive the statutory pre-emptive rights of the shareholders of the Company to be offered new DNeX Shares ranking equally to the existing issued DNeX Shares arising from any issuance of new DNeX Shares pursuant to Sections 75 and 76 of the Companies Act 2016. AND THAT the Directors be and are also hereby empowered to obtain the approval from Bursa Securities for the listing and quotation of the additional shares so issued AND THAT such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company.” Ordinary Resolution 10 11. PROPOSED ALLOCATION OF EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”) OPTIONS “THAT subject to the approvals of the relevant authorities for the ESOS, including the approval from Bursa Securities for the listing of and quotation for DNeX Shares to be issued arising from the exercise of the ESOS options, approval be and is hereby given to the Directors of the Company to authorise the ESOS Committee, at any time and from time to time throughout the duration of the ESOS, to offer and grant to the following Directors, ESOS options to subscribe for DNeX Shares under the ESOS:- (a) Dato’ Robert Fisher (b) Dr. Chen, Wei-Ming (c) Tun Noor Shahya Tun Abdul Razak (d) Muhammad Radhi Azizan (e) Chandramohan Subramaniam (f) Zalina Shaher Ordinary Resolution 11 Ordinary Resolution 12 Ordinary Resolution 13 Ordinary Resolution 14 Ordinary Resolution 15 Ordinary Resolution 16 DAGANG NeXCHANGE BERHAD 322 NOTICE OF 52ND ANNUAL GENERAL MEETING
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