94 SECTION 04 : CORPORATE GOVERNANCE Additional Compliance Information (Cont’d) 4. EMPLOYEES SHARE SCHEME (“ESS”) The Company’s ESS comprising an employees’ share option scheme and an employees’ share grant plan was approved by the shareholders at the Extraordinary General Meeting held on 9 February 2018. The ESS came into effect on 12 February 2018 and shall be in force until 12 February 2028. On 1 June 2022, ENRA made an offer of 6,100,000 ESOS Options under the ESS ("1st Award”) to the eligible directors and employees of ENRA and its subsidiaries, of which 3,200,000 ESOS Options were allocated to the Directors of ENRA. The 1st Award was expired on 31 May 2024 being after two-year availability period from the date of issuance. On 2 January 2024, ENRA made an offer of 11,900,000 ESOS Option 2024/2027 ("2nd Award") to the eligible Directors and employees of ENRA and its subsidiaries of which 7,600,000 Options were allocated to the Directors of ENRA. As of 29 July 2025, none of the ESOS Options under the 2st Award have been exercised yet and, as such, no option or share grant has been awarded to any person pursuant to the ESS. 5. PRIVATE PLACEMENT The Company had obtained the approval from its shareholders at the 31st annual general meeting of the Company (“AGM”) held on 7 September 2023, authorising the Board to issue and allot new ENRA Shares pursuant to Sections 75 and 76 of the Companies Act 2016 (“Act”), provided that the aggregate number of new ENRA Shares to be issued does not exceed 10.00% of the total number of issued ENRA Shares (excluding treasury shares) (“General Mandate”). The Company had also obtained its shareholders’ approval at the AGM to waive the statutory pre-emptive rights of the shareholders of the Company pursuant to Section 85 of the Act read together with Article 4.3 of the Constitution of the Company, to be offered new ENRA Shares ranking equally to the existing issued ENRA Shares arising from any issuance of new ENRA Shares pursuant to the General Mandate. The Placement Shares will be placed to third party investor(s) to be identified at a later stage, where such investor(s) shall be person(s) who qualify under Schedules 6 or 7 of the Capital Markets and Services Act 2007. The issue price of the Placement Shares will be determined and fixed by the Board at a later date after the receipt of all relevant approvals for the Proposed Private Placement (“Price-Fixing Date”). The Placement Shares will not be priced at more than 10.00% discount to the 5-day volume weighted average market price (“VWAP”) of ENRA Shares immediately preceding the Price-Fixing Date pursuant to Paragraph 6.04(a) of the Listing Requirements. On 27 June 2024, the Company announced that the issue price for the Proposed Private Placement has been fixed at RM0.65 per Placement Share. The Issue Price represents a discount of approximately RM0.0053 or 0.81% to the 5-day VWAP of ENRA Shares up to and including 26 June 2024, being the last trading day immediately preceding the Price-Fixing Date of RM0.6553 per ENRA Share. On 5 July 2024, the Company announced that the Private Placement has been completed following the listing of and quotation for 13,491,800 Placement Shares on the Main Market of Bursa Securities on 5 July 2024. As of 29 July 2025, no placement has been awarded to any person pursuant to the Private Placement.
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