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12     About HRC                 Value Creation            Management Discussion     Leadership
                                                                  & Analysis


            NOTICE OF 65  ANNUAL GENERAL MEETING
                                 TH




            SPECIAL BUSINESS
            To consider and if thought fit, to pass, with or without modifications, the following resolutions:

            6.   PROPOSED RENEWAL OF AUTHORITY TO ISSUE AND ALLOT SHARES PURSUANT TO            (Ordinary Resolution 6)
                 SECTIONS 75 AND 76 OF THE COMPANIES ACT 2016
                 “THAT subject to Sections 75 and 76 of the Companies Act 2016 (“the Act”), Main Market Listing
                 Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the approval of the
                 relevant regulatory authorities, where such approval is required, the Directors of the Company be
                 and are hereby authorised to issue and allot shares in the capital of the Company, grant rights to
                 subscribe for shares in the Company, convert any securities into shares in the Company, or allot
                 shares under an agreement or option or offer (“New Shares”) from time to time, at such price,
                 to such persons and for such purposes and upon such terms and conditions as the Directors may
                 in their absolute discretion deem fit, provided that the aggregate number of such New Shares to
                 be issued and allotted, to be subscribed under any rights granted, to be issued from conversion
                 of any security, or to be issued and allotted under an agreement or option or offer, pursuant
                 to this resolution, when aggregated with the total number of any such shares issued during
                 the preceding 12 months does not exceed 10 per cent of the total number of issued shares
                 (excluding treasury shares) of the Company for the time being (“Proposed 10 per cent General
                 Mandate”) AND THAT such authority shall continue to be in force until the conclusion of the next
                 Annual General Meeting (“AGM”) of the Company or at the expiry of the period within which the
                 next AGM is required to be held after the approval was given, whichever is the earlier, unless such
                 approval is revoked or varied by the Company at a general meeting.”
                 [Please refer to Note (e)]


            7.   PROPOSED RENEWAL OF AUTHORITY FOR SHARE BUY-BACK                               (Ordinary Resolution 7)
                 “THAT subject always to the Act, the Constitution of the Company, the Main Market Listing
                 Requirements of Bursa Securities (“Listing Requirements”) and all other applicable laws, guidelines,
                 rules and regulations, the Company be and is hereby authorised, to the fullest extent permitted
                 by law, to purchase such number of issued 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 interest of the Company
                 provided that:
                 i.   the  aggregate  number  of  issued  shares  in  the  Company  (“Shares”)  purchased  (“Purchased
                     Shares”) and/or held as treasury shares pursuant to this Ordinary Resolution does not exceed
                     ten per centum (“10 per cent”) of the total number of issued shares of the Company as quoted
                     on Bursa Securities as at point of purchase; and
                 ii.  the maximum fund to be allocated by the Company for the purpose of purchasing the shares
                     shall not exceed the aggregate of the retained profits of the Company based on the latest
                     audited financial statements and/or the latest management accounts (where applicable)
                     available at the time of the purchase,
                 (“Proposed Share Buy-Back”).
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