Bumi Armada : 26th AGM Minutes

BUMI ARMADA BERHAD

Company No: 199501041194 (370398-X)

Minutes of the Twenty-Sixth Annual General Meeting ("26th AGM" or "AGM") of Bumi Armada

Berhad ("BAB" or "Company")

held at 3.30 p.m. on Wednesday, 25 May 2022 at Kuala Lumpur Room, Level 21, Menara Perak,

24 Jalan Perak, 50450 Kuala Lumpur, Malaysia (Broadcast venue)

Present as per attendance details attached hereto.

Shareholders Present

As per the attendance details [Total: 680 representing 35,608,519 ordinary shares ("BAB Shares")]

Proxies Present

As per the attendance details [Total: 220 representing 3,232,578,678 BAB Shares including the Chairman who has been nominated as proxy in respect of 899,882,266 BAB Shares]

By Invitation

Representatives from external auditors, PricewaterhouseCoopers PLT ("PwC"):

Ms Gan Wee Fong

Mr Ong Ching Chuan

Item Title / Discussion

1. Chairman
2. Tunku Ali Redhauddin ibni Tuanku Muhriz, the Chairman of the Board of Directors of the Company ("Chairman"), presided over the 26th AGM. The Chairman welcomed and thanked all shareholders for participating in the live streaming of the 26th AGM of BAB remotely from various locations and wished all Muslim shareholders "Selamat Hari Raya Aidil Fitri".
3. The Chairman explained that in view that Covid-19 is still prevalent, and in line with the Guidance on the conduct of General Meetings for Listed Issuers issued by the Securities Commission Malaysia, the Board of Directors of the Company ("Board") decided that the 26th AGM should be held virtually without physical attendance by shareholders and proxies. The Chairman reminded that no audio or video recordings were allowed for the live streamed AGM as participation at the AGM was restricted to shareholders, valid proxies and authorised representative of corporate shareholders.
4. The Chairman emphasised that whilst all efforts had been taken to ensure a smooth live streaming, the quality of the broadcast might be affected by the participants' own internet bandwidth connection and stability.

Minutes of the Twenty Sixth Annual General Meeting

Item Title / Discussion

1. The Chairman proceeded to introduce the Board members and Senior Management who were present at the broadcast venue namely, Mr Uthaya Kumar Vivekananda (Independent Non- Executive Director), Ms Maureen Toh Siew Guat (Non-IndependentNon-Executive Director), Mr Chan Chee Beng (Non-IndependentNon-Executive Director), Mr Gary Neal Christenson ("Mr Christenson") (Executive Director and Chief Executive Officer), Mr Luke C. Targett ("Mr Targett") (Chief Financial Officer) and Ms Shamsul Shahrina Mohd Hussein (Joint Company Secretary). The Chairman continued to introduce the other Board members who were participating in the AGM via video conferencing from their respective locations namely, Ms Alexandra Elisabeth Johanna Maria Schaapveld (Senior Independent Non-Executive Director) who joined from Amsterdam, The Netherlands and Tunku Alizakri bin Raja Muhammad Alias ("Tunku Alizakri") (Independent Non- Executive Director) who joined from Singapore and the representatives from PwC, Ms Gan Wee Fong and Mr Ong Chin Chuan.
2. The Chairman welcomed the newly appointed Independent Non-Executive Director ("INED") of the Company, Tunku Alizakri, who was appointed on 15 July 2021 and invited him to introduce himself.
3. Tunku Alizakri introduced himself to the shareholders and outlined his 20 years' experience at senior management and board level roles in multiple sectors and industries including retirement fund, financial services, central banking, healthcare, media and telecommunications, plantation, property development and oil & gas. He believed his knowledge and experience would complement those of the other Board members and he looked forward to continue his service on the Board of BAB, subject to the shareholders' approval.
4. The Chairman stated that he had been advised by the Joint Company Secretary that the quorum for the AGM, in accordance with Rule 91 of the Company's Constitution, was 3 members present in person or by proxy or in the case of corporations, members present by the representatives appointed pursuant to the provisions of the Constitution and entitled to vote, when the AGM proceeded to business.
5. The Chairman then proceeded to inform the shareholders that the total number of valid proxy forms received within the stipulated time was 220 appointing 101 proxies and representing a total of 3,232,578,678 BAB Shares out of which 146 holders of 899,882,266 BAB Shares had appointed the Chairman of the Meeting to be their proxies. The Chairman then declared that the requisite quorum for the AGM was present.

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Minutes of the Twenty Sixth Annual General Meeting

Item Title / Discussion

1. Safety Moment
2. The Chairman informed the AGM that as part of the Company's continuing efforts to promote a strong safety culture, a safety moment would be conducted before the start of each Board and Board Committee meetings.
3. He then invited Mr Gary Leong, Vice President, Health, Safety and Environment to present a short video presentation on how the Company maintains safety at its operations sites.

1. Remarks from the Chairman on the Company's Performance in 2021
2. The Chairman highlighted the key events of 2021 and the impact on the Company's business.
   Despite the ongoing significant impact of Covid-19, the year saw continued improvement across all aspects of the Group, which resulted in profit attributable to Owners of the Company from continuing operations of RM659.2 million. The Group continued to adopt various preventative measures that encompass Health, Safety, Operations and Supply Chain Management and to explore avenues for improvement to protect the people and operations, while complying with all national regulations in the respective jurisdictions.
3. With respect to the current Russian-Ukrainian conflict, several countries had imposed sanctions on certain Russian citizens and enterprises. BAB would continue to monitor its operations in Russia closely. The Group's day-to-day operations in Russia are continuing without being materially impacted by sanctions to date and the contract work in the Caspian Sea undertaken by BAB's subsidiary company in Russia was expected to be completed in 2022.

1. Presentation by the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO")
2. Mr Christenson presented an overview of the operational and financial highlights of the Company for the financial year ended 31 December 2021 ("FY 2021"), summarised below:-
3. 1. HSSEQ Safety First
   2. • On-goingreview of Covid-19 mitigations against international standards and upskilling the staff on medical responses to ensure staff readiness in any new cases. The Company also collaborated with its partners, clients and other organisations to strengthen the HSE programme across the board.
      • Greenhouse Gas ("GHG") emission in 2021 had reduced significantly to 7.8% from the existing operations. In 2021, BAB FPSO operations focused on green engineering

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Minutes of the Twenty Sixth Annual General Meeting

Item Title / Discussion

solutions for the current and new FPSOs as well as on the LNG business.

1. • Fully committed to UN Sustainable Development Goals ("SDGs").
   • Net Zero Carbon by 2050 as recommended by the UN.
   • The remaining Offshore Marine Services ("OMS") assets have been merged into a single Operations team.
   • All FPO vessels performed well in 2021, despite the Covid-19 pandemic. However, there were 2 Lost Time Incidents recorded.
2. 2021 Strategy
3. • Safety and Covid-19 prevention remained as the main strategy focus.
   • Maintained Operational excellence.
   • Cost control, debt reduction and assets disposal were the strategies used to pare down the Company's debt and position it for future growth.
   • Subsea construction sector contracts were secured in 2021 and the Caspian operation was minimally impacted by the Russian-Ukrainian conflict.
   • Maintained crucial relationship with clients and partners.
   • Developed FPSOs as the Company's core asset in selected countries, capabilities, clients and partners.

1. Russia - Grayfer Project
2. • The USD50.0 million Grayfer project progressed well.
   • Neither Lukoil nor the project have been sanctioned and the Company continues to meet its obligations under the project contract.
   • New projects would be explored in Kazakhstan and Turkmenistan.

The CEO invited Mr Targett, the CFO to brief the shareholders on the financial performance for FY2021. Mr Targett presented the following highlights:

1. FY2021 key financial targets
2. • Built excellent operational performance of FPSO division which accounted for over 90% of the Group's revenue;
   • Improved balance sheet and increased cash flow :-
   • 1. Repaid USD397.0 million of debt;
     2. Reduced administrative expenses by 16% year-on-year; and
     3. Improved cash flows from operations by RM327.0 million.
   • Monetised assets - the Company only has 3 OSVs remaining.
3. FY 2021 financial results
4. • Revenue for the FPO segment remained consistent and the OMS revenue reduced due to vessel sales. In response to a shareholder's query regarding revenue, Mr Targett

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Minutes of the Twenty Sixth Annual General Meeting

Item Title / Discussion

highlighted that the charter rates for the FPO segment were fixed at the commencement of the charter and any increase in oil prices would have no effect on the charter rate.

1. • Total borrowings had reduced year-on-year since 2018 by 33% in total. Consequently, the reduction in borrowings had resulted in reduced finance costs of 19% year-on-year.
   • The net debt to EBITDA ratio had significantly reduced to below 4 and the ratio would be further reduced as the Company made further debt repayments.
   • Administrative expenses had significantly reduced year-on-year since 2018. Further reductions would be a challenge given the current inflationary environment, but BAB would continue to achieve further reductions where possible.
   • Cash from operations had increased mainly driven from improved collection from receivables and lower payments made in respect of accounts payables.
   • Other operating income had increased mainly due to the gain on disposal of OSV vessels and management and engineering services fees charged to an associate.
   • Net profit for FY2021 was the highest recorded since the Company's listing on the Main Market of Bursa Malaysia Securities Berhad ("Bursa Malaysia") in 2011.
   • Mr Targett responded to further queries from the shareholders as follows:-
   • 1. Foreign currency effect on the Company's business - 85% of the Company's revenue was denominated in USD. Generally, if the USD strengthens, BAB net profit would strengthen.
     2. Tax changes in other countries where the Company operates - the Company's Tax Department would continuously monitor tax developments and take appropriate action, if required.
2. Financial results for first quarter ending 31 March 2022 ("Q1 2022") (released on 25/5/2022 to Bursa Malaysia):
3. • Revenue grew in Q1 FY2022 compared to Q4 FY2021, due to higher vessel availability for Armada Kraken, and provision of engineering services to a jointly owned FPSO. As a result of the increased revenue, the net profit and operating profit before impairment were enhanced.
   • Q1 2022 would report on 2 business segments rather than 3, namely Operations (all vessels in operation) and Others (including technology, engineering and projects).
   • USD107.0 million of debt was repaid in Q1 FY2022.
   • Depreciation reduced mainly due to a non-operating FPSO which was fully depreciated in December 2021.
   • Finance cost was reduced by 8% due to debt repayment.
   • The order book from wholly owned FPO units remained robust.
4. 2022 Growth Financing
5. • FPSO funding had shifted toward significant client upfront payments and lower project debt.
   • The strategy was to be selective in terms of projects.
   • Major projects were likely to be in collaboration with industrial and financial partners/co-venturers.

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