370 WE ARE KENANGA LEADERSHIP MESSAGE VALUE CREATION MODEL KENANGA INVESTMENT BANK BERHAD ANNUAL REPORT 2023 Based on the assessment, the Board had concurred with the AC’s recommendation and concluded that Ernst & Young PLT had fulfilled all the qualification criteria set out in Bank Negara Malaysia’s Policy Document on External Auditor in terms of its performance and independence and further recommended the proposed re-appointment of Ernst & Young PLT as KIBB Group’s External Auditors to the Shareholders for approval at the 50th AGM, subject to the approval from Bank Negara Malaysia. Subsequent to the above, Bank Negara Malaysia had on 22 March 2024, granted its approval for the re-appointment of Ernst & Young PLT as KIBB Group’s External Auditors, the appointment of Encik Ahmad Siddiq Bin Ahmad Hasbullah as the Engagement Partner and the re-appointment of Mr. Brandon Bruce Sta Maria as the Concurring Partner for the Financial Year Ending 31 December 2024. Encik Ahmad Siddiq Bin Ahmad Hasbullah is the new Engagement Partner in place of Ms. Ng Sue Ean, who had served KIBB Group for the past five (5) years. 9. Special Business 9.1 Ordinary Resolution 7 - Authority to Directors to Issue Shares The proposed Ordinary Resolution 7 is a renewal of the general mandate pursuant to Section 75 and Section 76 of the Companies Act 2016 obtained from the Shareholders of the Company at the previous AGM held on 25 May 2023 and, if passed, will give powers to the Board to issue ordinary shares in the share capital of the Company up to an aggregate amount not exceeding ten percent (10%) of the total number of issued shares of the Company for the time being. This general mandate, unless revoked or varied at a general meeting, will expire at the next AGM. The general mandate from the Shareholders is to provide the Company the flexibility to undertake any share issuance during the financial year without having to convene a general meeting. The rationale for this proposed mandate is to allow for possible share issue and/ or fund raising exercises including placement of shares for the purpose of funding current and/ or future investment project, working capital and/ or acquisitions, as well as in the event of any strategic opportunities involving equity deals which may require the Company to allot and issue new shares on urgent basis and thereby reducing the administrative time and costs associated with the convening of additional shareholders’ meeting(s). In any event, the exercise of the mandate is only to be undertaken if the Board considers it to be in the best interest of the Company. The general mandate obtained from the Shareholders of the Company at the previous AGM held on 25 May 2023 had not been utilised and hence, no proceed was raised therefrom. 9.2 Ordinary Resolution 8 - Proposed Renewal of Share Buy-Back Authority The proposed Ordinary Resolution 8, if passed, will empower the Board 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 may deem fit in the interest of the Company provided that the aggregate number of shares purchased pursuant to this Ordinary 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 30 April 2024 which is despatched together with the Notice of 50th AGM. 10. 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. 11. Publication of AGM Notice on the Company’s Website Pursuant to Section 320 of the Companies Act 2016, the Notice of the Company’s 50th AGM is also available on the Company’s website at https://www.kenanga.com.my/investor-relations/AGM2024 throughout the period beginning from the date of the Notice until the conclusion of the 50th AGM. NOTICE OF FIFTIETH (50TH) ANNUAL GENERAL MEETING
RkJQdWJsaXNoZXIy NDgzMzc=