CAHYA MATA SARAWAK ANNUAL REPORT 2016

213 Cahya Mata Sarawak Berhad A N N U A L R E P O R T 2 0 1 6 Section 09 A n n u a l g e n e r a l m e e t i n g 2 0 1 7 NOTICE OF 42 ND ANNUAL GENERAL MEETING Notes: 1. Audited Financial Statements for financial year ended 31 December 2016 Agenda 1 is for discussion at the meeting and no voting is required. 2. First and final tax exempt (single-tier) dividend Pursuant to Section 131 of the Companies Act 2016 (“Act”), a company may only make a distribution to the shareholders out of profits of the company available if the company is solvent. On 24 February 2017, the Board had considered the amount of dividend and recommended the same for the shareholders’ approval. The Directors of the Company are satisfied that the Company will be solvent as it will be able to pay its debts as and when the debts become due within twelve (12) months immediately after the distribution is made on 25 May 2017 in accordance with the requirements under Section 132(2) and (3) of the Act. 3. Retirement of Director and Re-election of Directors who retire by rotation in accordance with Article 110 Article 110 of the Company’s Articles of Association provides that one third (1/3) of the Directors of the Company for the time being shall retire by rotation at the AGM of the Company. Pursuant to Paragraph 7.26(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all the Directors shall retire from office at least once in every three (3) years but shall be eligible for re-election. Y A Bhg General Dato’ Seri DiRaja Tan Sri (Dr.) Mohd Zahidi bin Hj Zainuddin (Retired), a Non-Independent Non-Executive Director, has informed the Board of Directors of the Company at its meeting held on 24 February 2017 that he does not wish to seek re-election in accordance with Article 110 of the Company’s Articles of Association. Hence, he will retire at the conclusion of the 42 nd AGM. Y A M Tan Sri Dato’ Seri Syed Anwar Jamalullail and YBhg Dato Sri Mahmud Abu Bekir Taib are standing for re-election as Directors of the Company and being eligible have offered themselves for re-election. Details of the assessment of the directors standing for re-election are on page 58 of the Statement on Corporate Governance in the 2016 Annual Report. FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a Member who shall be entitled to attend, speak and vote at the 42 nd AGM, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd in accordance with Article 77A(2) of the Company’s Articles of Association to issue a General Meeting Record of Depositors (“ROD”) as at 19 April 2017. Only a Depositor whose name appears in the Register of Members/ROD as at 19 April 2017 shall be entitled to attend the said meeting or appoint proxy/proxies to attend, speak and vote on his/her behalf. NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT NOTICE IS ALSO HEREBY GIVEN THAT subject to the approval of the shareholders at the 42 nd AGM of the Company to be held on 26 April 2017 for the payment of the first and final dividend under single-tier system in respect of the financial year ended 31 December 2016 (“Dividend”) under Ordinary Resolution 1, the Dividend will be paid on 25 May 2017 to Depositors whose names appear in the ROD on 12 May 2017. Depositors shall be only entitled to the Dividend in respect of: a) securities transferred into the Depositor’s Securities Account before 4:00 p.m. on 12 May 2017 for ordinary transfers; and b) securities bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia Securities Berhad. BY ORDER OF THE BOARD DENISE KOO SWEE PHENG Group Company Secretary Kuching, Sarawak 4 April 2017