272 OTHER INFORMAT ION 06 Sect ion Ranhi ll Ut i l i t i es Berhad NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the Ninth (9th) Annual General Meeting (“AGM”) of Ranhill Utilities Berhad (“Ranhill” or “the Company”) will be held on 17 May 2023, Wednesday at 2.30 p.m. at Taming Sari 1 & 2, Ground Floor, Royale Chulan Kuala Lumpur, No. 5 Jalan Conlay, 50450 Kuala Lumpur or any adjournment thereof, for the purpose of considering, and if thought fit, passing the following business:- Note 1 Ordinary Resolution 1 Ordinary Resolution 2 Ordinary Resolution 3 Ordinary Resolution 4 Ordinary Resolution 5 Ordinary Resolution 6 Ordinary Resolution 7 AGENDA As Ordinary Business 1. To receive the Audited Financial Statements for the financial year ended 31 December 2022 together with the Directors’ and Auditors’ Reports thereon. 2. To re-elect the following Directors who retire in accordance with Clause 111 of the Company’s Constitution, and are being eligible, have offered themselves for re-election: (a) YBhg. Datuk Seri Lim Haw Kuang (b) YBhg. Datuk Abdullah Karim (c) Encik Abu Talib Abdul Rahman 3. To approve the payment of Directors’ fees and benefits to the Non-Executive Directors of the Company from the conclusion of this Annual General Meeting up till the conclusion of the next Annual General Meeting of the Company. 4. To approve the additional benefits payable to the Independent Non-Executive Directors of the Company for an amount of RM1,000,000 in the financial year ending 31 December 2023. 5. To re-appoint Messrs Deloitte PLT as Auditors of the Company for the ensuing year and to authorise the Directors to fix their remuneration. As Special Business To consider and if thought fit, to pass the following as Ordinary Resolutions:- 6. Authority To Allot And Issue Shares Pursuant To Sections 75 And 76 Of The Companies Act, 2016 “THAT, the Directors be and are hereby empowered, pursuant to Sections 75 and 76 of the Companies Act 2016 (“the Act”), to issue and allot shares in the Company, at any time, to such persons and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit including in pursuance of offers, agreements or options to be made or granted by the Directors while this approval is in force, and that the Directors be and are hereby further authorised to make or grant offers, agreements or options in respect of shares in the Company including those which would or might require shares in the Company to be issued after the expiration of the approval hereof provided that the aggregate number of shares to be issued pursuant to this approval does not exceed ten (10) percent of the total number of issued shares of the Company for the time being (excluding treasury shares, if any) and that the Directors be and are also empowered to obtain the approval for the listing of and quotation for the additional shares so issued on stock exchange Bursa Malaysia and that such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company, subject always to the Act, the Constitution of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the approvals of all relevant regulatory bodies being obtained (if required);
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