Hartalega Berhad : Minutes of 15th AGM

HARTALEGA HOLDINGS BERHAD

Registration No. 200601022130 (741883-X)

(Incorporated in Malaysia)

AGM15/2021

MINUTES OF THE FIFTEENTH (15TH) ANNUAL GENERAL MEETING OF THE COMPANY CONDUCTED FULLY VIRTUAL FROM THE ONLINE MEETING PLATFORM AT https://meeting.boardroomlimited.myPROVIDED BY BOARDROOM SHARE REGISTRARS SDN BHD ON TUESDAY, 7 SEPTEMBER 2021, AT 9.30 A.M.

Present	:	As per Attendance List
Chairman	:	Mr Kuan Kam Hon @ Kwan Kam Onn
In Attendance	:	Ms Wong Youn Kim - Company Secretary
		Mr Wong Maw Chuan - Company Secretary
		Ms Lee Chin Wen - Company Secretary
By Invitation	:	As per Attendance List

1 CHAIRMAN

1. Mr Kuan Kam Hon @ Kwan Kam Onn took the chair and called the conducted virtually Meeting to order at 9.30 a.m.
2. The Chairman informed the attendees that this meeting is conducted in a fully virtual environment in accordance with the Securities Commission's Guidance on the Conduct of General Meetings for Listed Issuers as well as in line with Government's efforts to encourage social distancing and limiting mass gathering to prevent the spread of COVID -19.
3. The Chairman then introduced the members of the Board, the Company Secretary and the External Auditors, who were present via video conferencing.

2 QUORUM

2.1 The requisite quorum being present pursuant to Clause 53 of the Constitution of the Company, the Chairman declared the meeting duly convened.

3 NOTICE OF MEETING

3.1 The Notice convening the Meeting having been circulated together with the Annual Report within the prescribed period was taken as read.

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Fifteenth Annual General Meeting held on 7 September 2021(Cont'd)

AGM15/2021

4. BRIEFING ON THE HOUSEKEEPING PROCEDURES

1. The Company Secretary was invited to brief the Shareholders on the housekeeping procedures to be adhered pertaining to this fully virtual meeting, in tabling and approving the resolutions via the online polling platform for the proposed Ten (10) Ordinary Resolutions as set out in the notice of meeting circulated to the shareholders on 30 July 2021.
2. The Board had put all the Resolutions to vote by poll pursuant to Clause 58 of the Constitution of the Company which would be conducted electronically via remote participation facility provided by Boardroom Share Registrar Sdn Bhd, the appointed Poll Administrator and would be verified by Boardroom Corporate Services Sdn Bhd, the appointed Scrutineer of the Company. To facilitate the flow of the meeting, Mr Kuan Mun Leong and Mr. Kuan Mun Keng, the Company's Directors who are also the
   Shareholders have offered themselves to be the Proposer and Seconder for all motions to be table at the Meeting.

5 PRESENTATIONS ON THE GROUP'S OPERATIONS AND FINANCIAL

PERFORMANCES

5.1 Before proceeding with the meeting, the Shareholders were enlighten by Mr Kuan Mun Keng's presentation on the Group's operations and the financial performance particularly on the following areas, details of which is as per Annexure 1 attached: -

1. Financial Performance & Dividend Growth
2. Market Outlook
3. Expansion Plans
4. Social Responsibility

6 MINORITY SHAREHOLDER WATCHDOG GROUP - QUESTIONS AND ANSWERS

1. The Chairman informed the meeting that the Company had received a letter from
   Minority Shareholder Watchdog Group ("MSWG") dated 1 September 2021, requesting its Board of Directors of the Company to address the several points in the interest of the minority shareholders and all other stakeholders.
2. The presentation on the questions raised by MSWG was noted by all shareholders and proxies presented in the meeting.
3. The official reply by the Company in relation to the questions as raised by MSWG and as presented in the meeting was submitted to MSWG on 7 September 2021. (As per Annexure 2 attached).

2

JL/NZ/MIN/916/MINUTES # 15TH AGM # 7 SEPTEMBER 2021

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Fifteenth Annual General Meeting held on 7 September 2021(Cont'd)

AGM15/2021

7 AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2021

1. The Audited Financial Statements for the financial year ended 31 March 2021 together with the Reports of the Directors and Auditors thereon were laid before the meeting pursuant to Section 340(1)(a) of the Companies Act 2016.
2. The Chairman declared that the financial statements and the reports therein were taken as laid before the meeting pursuant to Section 340(1)(a) of the Companies Act, 2016.

8 TO APPROVE THE PAYMENT OF FINAL DIVIDEND FOR THE FINANCIAL YEAR ENDED 31 MARCH 2021

1. The Chairman moved the motion on the recommendation and payment of a single tier final dividend of 19.75 sen per share in respect of the financial year ended 31 March 2021.
2. The Chairman put the motion to vote by poll.
3. The Chairman informed that the dividend would be paid on 8 October 2021 to Shareholders of the Company whose names appear in the Record of Depositors at the close of business on 24 September 2021.

9 TO APPROVE THE PAYMENT OF DIRECTORS' FEES AND BENEFITS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2021

1. The next item on the Agenda was to approve the payment of Directors' Fees of RM1,350,000.00 and benefits of RM 36,250.00 for the Financial Year Ended 31st March 2021.
2. The Chairman put the motion to vote by poll.

10 TO APPROVE THE PAYMENT OF DIRECTORS' FEES AND BENEFITS FROM 1 APRIL 2021 UNTIL THE NEXT ANNUAL GENERAL MEETING

1. The next item on the Agenda was to approve the payment of Directors' Fees of up to RM1,980,000.00 and benefits up to RM53,500.00 from 1 April 2021 until the next Annual General Meeting.
2. The Chairman put the motion to vote by poll.

3

JL/NZ/MIN/916/MINUTES # 15TH AGM # 7 SEPTEMBER 2021

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Fifteenth Annual General Meeting held on 7 September 2021(Cont'd)

AGM15/2021

11 RE-ELECTION OF DIRECTORS RETIRING UNDER THE PROVISION OF THE CONSTITUTION OF THE COMPANY

1. The Chairman informed the meeting that the following Directors were retiring by rotation pursuant to Clause 91 of the Company's Constitution and being eligible, had offered themselves for re-election:-
2. 1. Mr. Kuan Mun Keng
   2. Dato' Tan Guan Cheong
   3. Mr. Razman Hafidz bin Abu Zarim
3. The Chairman put the following motions to vote by poll.:-
   "THAT Mr. Kuan Mun Keng retiring pursuant to Clause 91 of the Company's Constitution be and is hereby re-elected as Director of the Company."
   "THAT Dato' Tan Guan Cheong retiring pursuant to Clause 91 of the Company's
   Constitution be and is hereby re-elected as Director of the Company.
   "THAT Mr. Razman Hafidz bin Abu Zarim retiring pursuant to Clause 91 of the
   Company's Constitution be and is hereby re-elected as Director of the Company."

12 RE-APPOINTMENT OF DELOITTE PLT AS AUDITORS

1. The next item on the agenda is the re-appointment of Deloitte PLT as Auditors of the Company for the ensuing year and to authorise the directors to determine their remuneration.
2. The Chairman put the motion to vote by poll.

13 SPECIAL BUSINESS

13.1 AUTHORITY TO DIRECTORS TO ALLOT AND ISSUE SHARES PURSUANT TO SECTION 75 & 76 OF THE COMPANIES ACT, 2016

13.1.1 The Chairman proceeded to move the following motion:-

Ordinary Resolution: -

Authority to allot and issue shares pursuant to Section 75 & 76 of the Companies Act 1965

"THAT subject to the Companies Act, 2016, the Constitution of the Company and the approvals of the Securities Commission, Bursa Malaysia Securities Berhad and other relevant governmental and/or regulatory authorities, where such approval is required, the Directors of the Company be and are hereby authorised and empowered pursuant to

4

JL/NZ/MIN/916/MINUTES # 15TH AGM # 7 SEPTEMBER 2021

Hartalega Holdings Berhad [Registration No. 200601022130 (741883-X)]

Minutes of the Fifteenth Annual General Meeting held on 7 September 2021(Cont'd)

AGM15/2021

Section 75 and Section 76 of the Companies Act, 2016 to allot and issue shares in the Company from time to time and upon such terms and conditions and for such purposes as the Directors may in their absolute discretion deem fit, provided that the aggregate number of shares issued pursuant to this resolution does not exceed ten per centum (10%) of the total issued share capital of the Company for the time being and THAT the Directors be and are also empowered to obtain the approval for the listing and quotation of the additional shares so issued on the Bursa Malaysia Securities Berhad and THAT such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company."

13.1.2 The Chairman put the motion to vote by poll.

13.2 PROPOSED RENEWAL OF AUTHORITY FOR PURCHASE OF OWN SHARES BY THE COMPANY

13.2.1 The Chairman put the following motion to vote by poll.

Ordinary Resolution: -

Proposed renewal of authority for purchase of own shares by the Company

"THAT subject always to the provisions of the Companies Act, 2016 ("Act"), the

Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia

Securities Berhad ("Bursa Securities") and other relevant statutory and/or regulatory requirements, the Company be authorised, to the fullest extent permitted by law, to buy- back such amount of Shares in the Company as may be determined by the Directors of the Company from time to time, through Bursa Securities, upon such terms and conditions as the Directors may deem fit and expedient in the interests of the Company, provided that:

1. the aggregate number of Shares bought-back does not exceed 10% of the total issued and paid-up ordinary share capital of the Company at any time;
2. the maximum amount of funds to be allocated for the shares buy-back shall not exceed the Company's audited retained earnings and/or share premium account at any point in time;
3. the Shares purchased shall be treated in the following manner:
4. 1. the purchased Shares shall be cancelled; or
   2. the purchased Shares shall be retained as treasury shares for distribution as dividend to the shareholders and/or resale on Bursa Securities in accordance with the relevant rules of Bursa Securities and/or cancellation subsequently; or
   3. part of the purchased Shares shall be retained as treasury shares and the remainder shall be cancelled; or

5

JL/NZ/MIN/916/MINUTES # 15TH AGM # 7 SEPTEMBER 2021