390 KENANGA INVESTMENT BANK BERHAD INTEGRATED ANNUAL REPORT 2025 NOTICE OF ANNUAL GENERAL MEETING In line with Practice 6.1 of the Malaysian Code on Corporate Governance, the Board had conducted an assessment of the Directors of the Company based on the relevant performance criteria covering the following areas: a. Knowledge, expertise and leadership; b. Financial integrity and reputation; c. Will and ability to critically challenge and ask the right questions; d. Character in dealing with potential conflict of interest situations; e. Commitment to serve the Company, due diligence and honesty; f. Confidence to stand up for a point of view; g. Fitness and propriety; h. Calibre and personality; i. Board dynamics and participation; j. Competency and capability; k. Independence and objectivity; and l. Contribution and performance. Based on the results of the evaluation, the individual Directors (including the retiring Directors) met the performance criteria required of an effective and a high-performance Board. Based on the Declaration of Fit and Proper provided by the Directors in December 2025, the GNC and the Board had concluded that all the Directors of the Company had fulfilled all the criteria of fit and proper, without any adverse findings observed. In view of the above, the GNC, based on its assessment at its meeting on 22 January 2026, had recommended the re-elections of the aforementioned Directors who are retiring by rotation under Clause 78 of the Company’s Constitution, to be put forth to the Shareholders for approval at this AGM. The GNC’s recommendation was approved by the Board on 29 January 2026. The three (3) retiring Directors mentioned above had abstained from deliberation and decision-making on their respective eligibility to stand for re-election at the GNC and Board meetings, respectively. The profiles of Encik Ismail Harith Merican, Mr. Kanagaraj Lorenz and Madam Chin Siew Siew can be found in the Integrated Annual Report 2025 of the Company. 4. Directors’ Remuneration Section 230(1) of the Companies Act 2016 provides amongst others, that “the fees” of the Directors and “any benefits” payable to the Directors of a listed company and its subsidiaries shall be approved at a general meeting. In this respect, the Board has agreed that the Shareholders’ approval shall be sought at the 52nd AGM on the Directors’ remuneration in two (2) separate resolutions as follows: a. Ordinary Resolution 4 on payment of Directors’ fees in respect of the Financial Year Ended 31 December 2025; and b. Ordinary Resolution 5 on payment of Directors’ benefits for the period from 27 May 2026 to the next AGM of the Company in 2027 (“Current Period”).
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