Ajinomoto (malaysia) Bhd.MYX: AJI

Minutes of the Sixty-Third Annual General Meeting on 29 August 2024

· Issued by Ajinomoto (malaysia) Bhd.

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

MINUTES OF THE SIXTY-THIRD ANNUAL GENERAL MEETING ("63RD AGM" OR "THE MEETING") OF AJINOMOTO (MALAYSIA) BERHAD HELD ON A VIRTUAL BASIS

HOSTED ON SECURITIES SERVICES E-PORTAL ("SSeP") AT HTTPS://SSHSB.NET.MY/AT THE BROADCAST VENUE, WHICH IS THE MAIN VENUE OF THE MEETING, AT THE MEETING ROOM OF SECURITIES SERVICES (HOLDINGS) SDN. BHD., LEVEL 7, MENARA MILENIUM, JALAN DAMANLELA, PUSAT BANDAR DAMANSARA, DAMANSARA HEIGHTS, 50490 KUALA LUMPUR, WILAYAH PERSEKUTUAN ON THURSDAY, 29 AUGUST 2024 AT 10:00 A.M.

DIRECTORS

: Y. Bhg. Tan Sri Dato' (Dr.) Teo Chiang Liang (Chairman, Non-

Independent Non-Executive Director)

Mr. Cheong Heng Choy (Independent Non-Executive Director)

Mr. Riichiro Osawa (Managing Director/Chief Executive Officer)

Mr. Shunsuke Sasaki (Executive Director, Chief Finance Officer)

Puan Norani Binti Sulaiman (Independent Non-Executive Director)

Ms. Noriko Fujimoto (Executive Director)

Ms. Elaine Tan Ai Lin (Independent Non-Executive Director)

Mr. Yong Kum Cheng (Executive Director)

INDIVIDUAL

: As per Attendance List

MEMBERS,

REPRESENTATIVES

AND PROXIES

PRESENT

BY INVITATION

: As per Attendance List

IN ATTENDANCE

: Puan Zarina Basar (Chief Administration Officer)

Ms. Yeow Sze Min (Company Secretary)

Mr. Chan Kah Mun (External Auditors, KPMG PLT)

CHAIRMAN

Y. Bhg. Tan Sri Dato' (Dr.) Teo Chiang Liang ("Tan Sri Chairman" or "the Chairman") was in the chair. He welcomed all shareholders, proxies and corporate representatives participating in the 63rd AGM of the Company remotely from various locations through live streaming.

Tan Sri Chairman informed that the virtual 63rd AGM was conducted via live streaming webcast and online remote voting using the remote participation and voting facilities of SS E Solutions Sdn. Bhd.

Tan Sri Chairman then introduced all the Directors, the Management, the Secretary as well as the External Auditors of the Company to the shareholders, proxies and corporate representatives.

QUORUM

The requisite quorum being present pursuant to Clause 96 of the Company's Constitution, Tan Sri Chairman declared the Meeting duly convened.

1

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

Tan Sri Chairman informed the Meeting that only members whose names appeared in the Record of Depositors on 23 August 2024 or their appointed proxies and appointed corporate representatives were eligible to attend the Meeting.

NOTICE

The Notice convening the Meeting dated 26 July 2024 having been circulated within the prescribed period, was with the permission of the Meeting, taken as read.

POLL VOTING

Tan Sri Chairman informed that the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("Bursa Securities") have mandated poll voting for all resolutions set out in the notice of general meetings. Pursuant to the above and Section 330 of the Companies Act 2016 ("the Act"), Tan Sri Chairman exercised his right to direct the vote on all resolutions set out in the Notice of the Meeting to be conducted by way of a poll to demonstrate shareholder democracy of one-share one-vote.

PROCEEDINGS

Tan Sri Chairman then invited Ms. Yeow Sze Min ("Ms. Yeow"), the Company Secretary to brief all on the proceedings of the Meeting.

Ms. Yeow briefed all present that with the remote participation and voting facilities, shareholders, proxies and corporate representatives of the Company are allowed to post questions to the Board and vote remotely at the Meeting.

The Meeting was informed that there were shareholders who were unable to participate in the Meeting and had appointed the Chairman of the Meeting to vote on their behalf. Accordingly, the Chairman would be voting in his capacity as a proxy in accordance with the shareholders' instructions, where indicated.

Ms. Yeow then briefed the Meeting that there is no legal requirement for a proposed resolution to be seconded, and as such, the voting module had been made accessible to all shareholders, proxies and corporate representatives to cast and submit their votes from the start of the Meeting and shall continue to be accessible for an additional ten (10) minutes after all the questions transmitted during the Meeting have been dealt with.

Ms. Yeow informed that the Meeting would first have a presentation of a quick overview of the financial results and business strategy of the Company as prepared by Mr. Riichiro Osawa ("Mr. Osawa"), the Managing Director/Chief Executive Officer of the Company, followed by the Company's response to the questions from Minority Shareholders Watch Group ("MSWG"). Thereafter, the Meeting would go through all the items on the Agenda, followed by a question and answer session ("Q&A Session") to respond to questions transmitted by shareholders and proxies. Shareholders and proxies may rely on the real-time submission of typed texts to exercise their rights to speak or communicate in a virtual meeting by using the text box facility under the live stream player within the same e-Portal page to transmit their questions and/or remarks during the Meeting.

2

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

The Meeting was further informed that SS E Solutions Sdn. Bhd. was the appointed poll administrator and Commercial Quest Sdn. Bhd. was the appointed independent scrutineer to verify the results of the poll voting.

At this juncture, a step-by-step guide together with a short audio clip on the online voting module within the e-Portal was played.

PRESENTATION BY MANAGING DIRECTOR/CHIEF EXECUTIVE OFFICER

Mr. Osawa presented the overview of the Company's performance and financial results for the financial year ended 31 March 2024 ("FY2024") and business strategy for the fiscal year or financial year ending 31 March 2025 ("FY2025").

Financial Performance

  • Sales Revenue Trend
    Sales revenue increased by 5.4% from RM603.7 million for the financial year ended 31 March 2023 ("FY2023") to RM636.4 million for FY2025. This growth was primarily driven by better selling prices of AJI-NO-MOTO® products and also the industrial seasoning products. However, the overall sales volume of AJI-NO-MOTO® decreased due to a decline in export volume, which was impacted by geopolitical issues. The positive effect from higher selling prices amounted to RM55.0 million, which was partially offset by a negative effect from reduced sales volume of RM22.3 million.
  • Net Profit Trend
    Net profit increased from RM27.5 million in FY2023 to RM401.4 million in FY2024 after including the gain on disposal of assets held for sale (Kuchai Lama plant). Of this, RM45.2 million was generated from day-to-day business operations, representing a 64.4% increase in FY2024 compared to FY2023, driven by better selling prices, lower costs of key material and finished goods purchased and reduced freight costs.
  • Total Equity (Shareholders' Funds)
    Total equity increased from RM529.0 million in FY2023 to RM924.1 million in FY2024. The increase in shareholders' funds was contributed by profit before tax of RM452.5 million including the gain on disposal of assets held for sale after deduction of tax expense of RM51.2 million and dividend payment of RM5.5 million. As a result the
    Company's net asset value per share was recorded at RM15.20.
  • Dividends
    As announced by the Company on 27 June 2024, the Company had declared a first and final single-tier dividend of 38.4 sen per ordinary share in respect of FY2024. Additionally, the Company had declared and paid a special single-tier dividend of 212.0 sen per ordinary share in respect of FY2025 on 30 May 2024, following the completion of the disposal of asset held for sale.
  • Performance for the first quarter of FY2025
    In the first quarter of FY2025, the Company achieved a 15.4% increase in sales revenue compared to the corresponding quarter of the previous year, primarily contributed by higher sales volume of AJI-NO-MOTO® products in both domestic and export market as well as the industrial seasoning products. Despite lower key material

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AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

purchase costs, the Company continued to experience price fluctuations. Operating profit remained strong in the current quarter, supported by higher revenue and an improved gross profit margin.

In the coming quarters, Management will focus on strengthening sales and distribution monitoring, ongoing production cost optimisation within competitive raw material prices, and implementing effective cost control measures.

Mission & Vision

  • Mission
    To contribute to the world's food and wellness, and to Better Lives for the future.
  • Vision
    Be a "Global Customer-Centric Halal Food Company" to contribute in resolving People's
    Food and Health Issues through Our Specialties and Innovative Solutions.

In creating sustainable value of shareholders and other stakeholders, the Company has positioned the Ajinomoto Group Creating Shared Value (ASV) and its message of "Eat Well, Live Well" at the core of its decision making process, guided by the Company's Mission and Vision.

Consumer Business

  • Contribute to Health and Well-Being
    "Delicious Salt Reduction" Aji-No-Moto® Smart-Salt Campaign
    The Company consistently strives to contribute to the health and well-being of its customers, particularly the daily salt consumption of Malaysians. The Smart Salt "Kurang Garam, Umami Je" campaign was held from August to September 2023 and February to March 2024. The campaign achieved an online reach of 19 million users, with 10 million user engagements.
    New Product Launch and New Recipe Platform
    The Company had launched its new product SERI-AJI® Tomyam paste, in August 2024. Additionally, the Company had introduced a user-friendly all-in-one Smart Cooking website at https://smartcooking.com.my/, which features recipes with
    Company's products.
  • Promote Healthy Eating and Active Living
    "aminoVITAL" Promotion
    The Company had organised a series of sports promotional activities during FY2024. These engagements aimed to promote public awareness of healthy eating and active living through the Ajinomoto Group's specialty in amino acids, Ajinomoto aminoVITAL®, a jelly sports drink.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

Sports Nutrition Awareness: National Sports School Project

The Company also contributed to the health and well-being of junior athletes through educational programmes conducted in sports schools. In FY2024, the Company expanded its sports school projects to include Terrengganu Malaysian Sports School, in addition to those in Bukit Jalil, Pahang and Sabah. This initiative aims to continuously promote the health and well-being of student athletes through sports nutrition education programs and balanced meal servings.

  • A variety of food solutions for Food Service Customers New Food Service Strategy
    In April 2024, the Company had established a new Food Service Business Department with the objective to provide food solutions to the fast-growing food service sector like hotel, restaurants and cafes.
    Successful Product Launch Meeting Customer Needs

In addition to seasoning products, the Company also offers ready-to-eat product, such as the Halal-certified Frozen Chicken Gyoza, which is available for both food service and consumers through various local supermarkets.

Export Business to the Middle East

  • Enhance Promotion for Wholesalers and Food Service
    The Company has boosted its promotional efforts for wholesalers and food service providers to meet the increased demand driven by religious tourism in the Middle East region. As a result, the Company achieved a 21% increase in export sales revenue compared to FY2023, along with better selling prices.
  • Strengthen Outlets Cultivation and Brand Awareness
    The Company has also enhanced its digital communication strategy through social network services to cultivate outlets and build brand awareness.

Industrial Business

  • Strengthen solution development for Growing Areas and Customers' Needs with a focus on Sustainability
    To address the short shelf life and frequent disposal of rice menus such as 'Onigiri,' the Company has developed a new product, 'Rice Fresher,' in FY2024. This product utilises innovative texture control technology to extend the freshness and quality of rice, thereby contributing to sustainability by reducing food waste.
    Additionally, the Company has launched a new product in FY2024, 'Meat Juicy Up,' which enhances the juiciness and tenderness of meat dishes. These functional products effectively addressed the challenges posed by variable supply quantities and quality of food products.

5

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

  • Expand business in ASEAN and the Middle East region

The Company has broadening its market reach by diversifying its solutions to meet the growing demands in both ASEAN and the Middle East countries.

Ajinomoto Science Castle Grant 2024

As a science-driven company, the Company has collaborated with Leave a Nest (LVNS) on the Science Castle Grant 2024. This grant supports five (5) selected secondary schools, empowering young researchers to explore specific science-based research themes. This initiative is part of the Company's ASV initiatives and commitments to fostering a passion for science among students pursuing science streams, and empowering them to make positive contributions to society and the environment through their research.

Environmental, Social and Governance Initiatives

In FY2024, the Company recorded reductions of 58.0% and 67.0% in carbon dioxide emissions and food loss disposal to landfills respectively as compared to the financial year ended 31 March 2019 ("FY2019"). In addition, the Company reduced plastic usage by 10.8 tons through improved packaging material recyclability and collaborated with Malaysian Recycling Alliance (MAREA) to promote a recycling culture.

As for the long term, the Company plans to further reduce 80% of carbon dioxide emissions and 75% of food loss disposal to landfill by the financial year end 2031 against the records in FY2019. The new initiatives include optimising the use of existing solar panel for electricity production and introducing green electricity purchase from external producers. In addition, the Company will continue to develop new utilisation for the food loss generated from the Company's activities in order to avoid landfill disposal. Furthermore, the Company plans to fully eliminate the usage of plastics in its production activities through expanding the usage of fully recyclable materials.

Tan Sri Chairman thanked Mr. Osawa for his presentation.

RESPONSES TO MSWG

Tan Sri Chairman informed the Meeting that the Company had received a letter from MSWG dated 22 August 2024 and was requested to respond to the queries raised by MSWG at the Meeting.

At this juncture, Tan Sri Chairman invited Ms. Yeow to bring the participants through the queries received from MSWG and responses to the said queries as stipulated under Annexure "A" attached to this Minutes.

Upon completion, Tan Sri Chairman thanked Ms. Yeow for her presentation on the queries raised by MSWG and the Company's responses.

6

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

1.0 AUDITED FINANCIAL STATEMENTS FOR FY2024 TOGETHER WITH THE REPORTS OF THE DIRECTORS AND THE AUDITORS THEREON ("AFS 2024")

Tan Sri Chairman informed the Meeting that the first item on the Agenda was to receive the AFS 2024.

The Meeting noted that formal approval from shareholders was not required for this item of the Agenda pursuant to Section 340(1)(a) of the Act and hence, the AFS 2024 was not put forward for voting.

Tan Sri Chairman DECLARED:

That the Audited Financial Statements of the Company for the financial year ended 31 March 2024 together with the Reports of the Directors and the Auditors thereon, be received.

2.0 APPROVAL FOR THE PAYMENT OF DIRECTORS' FEES AMOUNTING TO RM262,583 FOR FY2024

Tan Sri Chairman informed that item 2 on the Agenda was to approve the payment of Directors' fees amounting to RM262,583 for FY2024.

The Meeting noted that the amount provided for the Directors' fees in the AFS 2024 was RM51,750 (Ringgit Malaysia: Fifty-OneThousand Seven Hundred and Fifty) only for the Executive Directors and RM210,833 (Ringgit Malaysia: Two Hundred and Ten Thousand Eight Hundred and Thirty-Three) only for Non-Executive Directors, making a total of RM262,583 (Ringgit Malaysia: Two Hundred and Sixty-TwoThousand Five Hundred and Eighty-Three) only as shown on page 70 of the Annual Report.

3.0 APPROVAL FOR THE PAYMENT OF DIRECTORS' BENEFITS UP TO AN AMOUNT OF RM510,000 FROM 30 AUGUST 2024 UNTIL THE DATE OF THE NEXT

ANNUAL GENERAL MEETING ("AGM") OF THE COMPANY

Tan Sri Chairman informed that item 3 on the Agenda was to approve the payment of Directors' benefits up to an amount of RM510,000 (Ringgit Malaysia: Five Hundred and Ten Thousand) only from 30 August 2024 until the date of the next AGM of the Company. These benefits comprise Non-Executive Directors' meeting and transport allowance and hospitalisation coverage.

4.0 APPROVAL OF THE GRATUITY PAYMENT OF RM58,500 TO ENCIK AZHAN BIN MOHAMED ("ENCIK AZHAN"), THE FORMER EXECUTIVE DIRECTOR OF THE COMPANY, IN RECOGNITION AND APPRECIATION OF HIS PAST SERVICE AND CONTRIBUTION TO THE COMPANY_________________________________

Tan Sri Chairman informed that item 4 on the Agenda was to approve the gratuity payment of RM58,500 (Ringgit Malaysia: Fifty Eight Thousand and Five Hundred) to Encik Azhan.

7

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

The proposed gratuity payment is a token of appreciation to Encik Azhan for his past service, dedication and contribution to the Company during his tenure in office as the Executive Director of the Company.

The proposed gratuity payment was tabled for the approval of the shareholders in compliance with Section 230(1) of the Act and Paragraph 7.24 of the Main Market Listing Requirements of Bursa Securities, which require that benefits payable to the directors of a listed company be approved at a general meeting.

5.0 RE-ELECTION OF THE FOLLOWING DIRECTORS WHO WERE SUBJECT TO RETIREMENT IN ACCORDANCE WITH CLAUSE 120 OF THE COMPANY'S CONSTITUTION AND BEING ELIGIBLE, HAD OFFERED THEMSELVES FOR RE- ELECTION:-

  1. TAN SRI DATO' (DR.) TEO CHIANG LIANG ("TAN SRI TEO");
  2. MR. SHUNSUKE SASAKI ("MR. SASAKI"); AND
  3. PUAN NORANI BINTI SULAIMAN ("PUAN NORANI").

At this juncture, the Chairman declared his interest and handed over the chair of the Meeting to Mr. Cheong Heng Choy ("Mr. Cheong") to chair the Meeting for this segment of the Agenda.

Mr. Cheong took over the chair and thanked the Chairman for his nomination as chairman of this agenda item in respect of the resolutions to re-elect the Directors who were subject to retirement in accordance with Clause 120 of the Company's Constitution.

Mr. Cheong informed that item 5 on the Agenda was to re-elect the following Directors who are subject to retirement in accordance with Clause 120 of the Company's Constitution and that the retiring Directors, being eligible, had offered themselves for re-election:-

  1. Tan Sri Teo;
  2. Mr. Sasaki; and
  3. Puan Norani.

The Meeting noted that the re-election of each Director would be voted on individually.

Mr. Cheong thereafter handed back the chair of the Meeting to the Chairman.

The Chairman thanked Mr. Cheong for chairing the Meeting in respect of this segment of the Agenda and moved on to the next item on the Agenda.

6.0 RE-APPOINTMENT OF MESSRS. KPMG PLT AS AUDITORS OF THE COMPANY UNTIL THE CONCLUSION OF THE NEXT AGM OF THE COMPANY AND TO AUTHORISE THE DIRECTORS TO FIX THEIR REMUNERATION_____________

Tan Sri Chairman informed that item 6 on the Agenda was to re-appoint Messrs. KPMG PLT as Auditors of the Company until the conclusion of the next AGM of the Company and to authorise the Directors to fix their remuneration.

8

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

Messrs. KPMG PLT have indicated their willingness to continue in office as Auditors of the Company.

SPECIAL BUSINESS

7.0 ORDINARY RESOLUTION NO. 1:

  • AUTHORITY TO ISSUE SHARES PURSUANT TO THE ACT AND WAIVER OF PRE-EMPTIVE RIGHTS

Tan Sri Chairman informed that item 7 on the Agenda was a special business for the approval of "Ordinary Resolution No. 1: Authority to issue shares pursuant to the Act and waiver of pre-emptive rights".

The Meeting noted that the proposed adoption of the said Ordinary Resolution No. 1 was primarily to provide flexibility to the Company to allot shares for any possible fund-raising activities for the purpose of funding working capital without convening a general meeting as it would be both time and cost-consuming to organise a general meeting. This authority, unless revoked or varied by the Company in a general meeting, would expire at the conclusion of the next AGM.

8.0 ORDINARY RESOLUTION NO. 2:

  • PROPOSED RENEWAL OF EXISTING SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS ("RRPT") OF A REVENUE OR TRADING NATURE

Tan Sri Chairman informed that item 8 on the Agenda was another special business for the approval of "Ordinary Resolution No. 2: Proposed Renewal of Existing Shareholders' Mandate for RRPT of a Revenue or Trading Nature".

The Meeting noted that the proposed adoption of the said Ordinary Resolution No. 2 was to renew the Shareholders' Mandate granted by the shareholders of the Company at the Sixty-Second AGM held on 29 August 2023. The proposal would enable the Company and its affiliated companies to enter into any of the RRPT of a revenue or trading nature which are necessary for the Company's day-to-day operations, subject to the transactions being in the ordinary course of business and on normal commercial terms which are not more favourable to the related parties than those generally available to the public and are not to the detriment of the minority shareholders of the Company.

Tan Sri Chairman further informed that the following parties who are deemed interested in the said proposal would abstain from voting on the said resolution for the said proposal and had undertaken to ensure that persons connected to them would also abstain from voting in respect of their direct and indirect shareholdings on the said resolution:-

  1. Ajinomoto Co., Inc ("AjiCo"), the ultimate parent company and being the interested major shareholder; and

9

AJINOMOTO (MALAYSIA) BERHAD 196101000252(4295-W)

Head Office:

Lot L1-E-5A and L1-E-5B, Enterprise 4, Technology Park Malaysia,

Lebuhraya Puchong - Sg. Besi,57000 Bukit Jalil, Kuala Lumpur, Malaysia

Tel: (603) 79806958

Manufacturing: No. 1 Persiaran Teknologi 6, Techpark 2@Enstek, 71760, Bandar Enstek, Negeri Sembilan Darul Khusus, Malaysia Tel : (606) 7377000 Fax: (606) 7377001

(Minutes of the 63rd AGM held on 29 August 2024 - cont'd)

  1. Mr. Osawa, Mr. Sasaki and Ms. Noriko Fujimoto, the Executive Directors of the Company, who were nominated by AjiCo.

9.0 ANY OTHER BUSINESS

The Meeting was advised that there was no other business to be transacted at the Meeting of which due notice had been given.

Q&A SESSION

After having dealt with all the items on the Agenda, the Meeting proceeded with the Q&A session. The salient enquiries and comments made by the shareholders, proxies and corporate representatives as well as the responses from the Board and Management were as stipulated under Annexure "B" attached to this Minutes.

POLLING PROCESS

There being no further questions received, the shareholders, proxies, and corporate representatives were given another ten (10) minutes to cast and submit their votes.

Upon closure of the voting session, the Meeting was adjourned at 11:11 a.m. and proceeded with the verification of vote results by the independent scrutineers, Commercial Quest Sdn. Bhd.

ANNOUNCEMENT OF POLL RESULTS

The Meeting resumed at 11:22 a.m., and Tan Sri Chairman called the Meeting to order.

The results of the poll voting as follows were shown on the screen:

Voted For

Voted Against

Resolutions

Results

No. of

%

No. of

%

shares

shares

Resolution 1

To approve the payment of

Directors' fees amounting to

33,985,078

99.9692

10,472

0.0308

Carried

RM262,583 for the financial

year ended 31 March 2024.

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