Ranhill Utilities Berhad - AR2022

274 OTHER INFORMAT ION 06 Sect ion Ranhi ll Ut i l i t i es Berhad Ordinary Resolution 10 THAT the Directors be and are hereby authorised to deal with the shares purchased by the Company pursuant to the Proposed Share Buy-Back in their absolute discretion and that the shares so purchased may be retained as treasury shares, distributed as share dividends to the shareholders, resold on the market of Bursa Securities, transferred and/or cancelled in accordance with the Act and/or be dealt with in such other manner as prescribed by the Act, rules, regulations and orders made pursuant to the Act, the Main Market Listing Requirements of Bursa Securities and any other relevant authorities for the time being in force, as may be selected and determined by the Directors from time to time; AND THAT the Directors be and are hereby authorised to take all steps as are necessary or expedient to implement or to give effect the Proposed Share Buy-Back with full powers to amend and/or assent to any conditions, modifications, variations or amendments (if any) as may be imposed by the relevant governmental/ regulatory authorities from time to time and to do all such acts and things as they may deem necessary or expedient in order to implement, finalise and give full effect in relation thereto.” 9. Proposed Renewal Of Shareholders’ Mandate For Recurrent Related Party Transactions (“Renewal RRPT”) Of A Revenue Or Trading Nature (“Proposed Renewal Of Shareholders’ Mandate”) “THAT subject to the provisions of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Company and/or its subsidiary companies (“the Group”) be and are hereby authorised to enter into and give effect to the recurrent related party transactions of a revenue or trading nature with the related parties as set out in Section 2.5(I) Part B of the Circular to Shareholders dated 25 April 2023 (“the Related Parties”) provided that such transactions are:- (a) necessary for the day-to-day operations; (b) undertaken in the ordinary course of business and at arm’s length basis and on normal commercial terms which are not more favourable to the Related Party than those generally available to the public; and (c) are not prejudicial to the minority shareholders of the Company. (“the Shareholders’ Mandate”) THAT such approval shall continue to be in force until: (a) the conclusion of the next Annual General Meeting (“AGM”) of the Company following this AGM at which the Shareholders’ Mandate is passed, at which time it will lapse, unless by a resolution passed at such AGM whereby the authority is renewed; or (b) the expiration of the period within which the next AGM after that date is required to be held pursuant to Section 340(1) of the Companies Act 2016 (“the Act”) (but shall not extend to such extension as may be allowed pursuant to Section 340(4) of the Act); or (c) is revoked or varied by resolution passed by shareholders in a general meeting, whichever is the earliest; THAT the Directors of the Company be and are hereby authorised to complete and do all such acts and things (including executing all such documents as may be required) as they may consider expedient or necessary to give effect to the Shareholders’ Mandate; AND THAT the estimated value of the recurrent related party transactions specified in Section 2.5(I) Part B of the Circular being provisional in nature, the Directors of the Company be and are hereby authorised to agree to the actual amount(s) thereof provided always that such amount(s) comply with the review procedures set out in Section 3.0 Part B of the Circular.” NOT I CE OF ANNUAL GENERAL MEET ING

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