NOTICE OF THE TWENTY-THIRD ANNUAL GENERAL MEETING (cont’d) EXPLANATORY NOTES: (A) Audited Financial Statements This Agenda item is meant for discussion only as the provision of Section 340(1)(a) of the Act does not require a formal approval of the shareholders. Hence, this item is not put forward for voting. (B) Ordinary Resolution 2 – Payment of Directors’ fees and benefits for the FY2023 Payment of Directors’ Fees and Benefits under Section 230(1) of the Act provides amongst others, that the Directors’ fees and any benefits payable to the Directors of the Company and its subsidiaries shall be approved at a general meeting. The current annual fee for the Directors’ fees, which was last approved by the Board of Directors in year 2023 had remained unchanged since financial year 2020. During a review in year 2024, the Remuneration Committee recommended and the Board has approved, subject to shareholders’ approval at this coming AGM, for Directors’ fees to remain unchanged. The Executive Directors do not receive executive remuneration and there are no benefits payable to Directors. Details of the Directors’ fees for FY2023 are set out in the Corporate Governance Statement of MYEG’s integrated annual report for the financial year ended 31 December 2023 (“Integrated Annual Report 2023”) and Corporate Governance Report 2023. (C) Ordinary Resolutions 3 and 4 – Re-election of Directors The profiles of the Directors who are standing for re-election as per Agenda item no. 4 are set out in the Board of Directors’ profile of the Integrated Annual Report 2023. The Nomination Committee (“NC”) has considered the performance and contribution of each of the retiring Director for seeking re-election. In addition, the NC has also conducted an assessment on the fitness and propriety of the retiring Directors including the review of their fit and proper declarations in accordance with the Directors’ Fit and Proper Policy. The said retiring Directors have abstained from deliberations and decisions on their own eligibility and sustainability to stand for re-election. Based on the recommendation of the NC, the Board is satisfied with the performance and contributions of the following Directors and supports the re-election based on the following justifications: (i) Ordinary Resolution 3 – Re-election of Dato’ Sri Mohd. Mokhtar bin Mohd Shariff as Independent Non-Executive Director Dato’ Sri Mohd. Mokhtar bin Mohd Shariff fulfils the requirements of independence set out in the Main Market Listing Requirements (“MMLR”) of Bursa Securities as well as the Malaysian Code on Corporate Governance. He has demonstrated his independence through his engagement in the meetings by proactively giving valuable insights to the Management in developing the Group’s business strategies. He also exercised his due care and carried out his professional duties proficiently during his tenure as an Independent Non-Executive Director of the Company. (ii) Ordinary Resolution 4 – Re-election of Mr Wong Thean Soon as Group Managing Director Mr Wong Thean Soon proactively provides advisory guidance on the strategic business direction to the Group. He shows exemplary leadership in building business and creating value, he has contributed significantly to the Group by providing valuable inputs and steered the Group forward with notable achievements during his tenure as a Group Managing Director of the Company. (D) Ordinary Resolution 6 - Proposed Renewal of Authority for Purchase of Own Ordinary Shares by the Company The proposed Ordinary Resolution 6 if passed, will empower the Company to purchase and/or hold up to ten percent (10%) of the total number of issued MYEG Shares. This authority unless revoked or varied by the Company at a general meeting will expire at the 24th AGM of the Company. Please refer to the statement to shareholders in relation to the proposed renewal of authority for purchase of own ordinary shares by MYEG dated 30 April 2024 for further information. 270 MY E.G. SERVICES BERHAD Registration No. 200001003034 (505639-K) O O S
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