AJINOMOTO (MALAYSIA) BERHAD | |||||||||||
Number of Ordinary | CDS Account No. | ||||||||||
[Registration No. 196101000252 (4295-W)] | Shares Held | ||||||||||
(Incorporated in Malaysia) | |||||||||||
PROXY FORM | |||||||||||
Contact No. | Email Address | ||||||||||
I / We, | |||||||||||
(FULL NAME AND NRIC / PASSPORT NO. / REGISTRATION NO.) | |||||||||||
of | |||||||||||
(FULL ADDRESS) | |||||||||||
being a member of AJINOMOTO (MALAYSIA) BERHAD hereby appoint:- | |||||||||||
*First Proxy "A" | |||||||||||
Full Name (in Block):- | NRIC/ Passport No.:- | Proportion of Shareholdings | |||||||||
Represented | |||||||||||
No. of Shares | % | ||||||||||
Full Address:- | Contact No.:- | ||||||||||
Email:- | |||||||||||
*and | |||||||||||
*Second Proxy "B" | |||||||||||
Full Name (in Block):- | NRIC/ Passport No.:- | Proportion of Shareholdings | |||||||||
Represented | |||||||||||
No. of Shares | % | ||||||||||
Full Address:- | Contact No.:- | ||||||||||
Email:- | |||||||||||
100% | |||||||||||
*or failing him/her, the CHAIRMAN OF THE MEETING, as *my/our proxy to attend and vote for *me/us and on *my/our behalf at the Sixty-Third Annual General Meeting ("AGM") of Ajinomoto (Malaysia) Berhad to be held on a virtual basis hosted on Securities Services e-Portal at https://sshsb.net. my/ at the broadcast venue at 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. and at any adjournment thereof.
Mark X under 'For' or 'Against' for each Resolution if you wish to direct the proxy on how to vote. If no mark is made, the proxy may vote on the resolution or abstain from voting as the proxy thinks fit. If you appoint two (2) proxies and wish them to vote differently, this should be specified.
My/our proxy/proxies is/are to vote as indicated below:
No. Agenda
1. To receive the Audited Financial Statements for the financial year ended 31 March 2024 together with the Reports of the Directors and the
Auditors thereon. | (Note 1) | |||||||
Resolution | For | Against | ||||||
2. | To approve the payment of Directors' fees amounting to RM262,583 for the financial year | 1 | ||||||
ended 31 March 2024. | ||||||||
3. | To approve the payment of Directors' benefits up to an amount of RM510,000 from 30 | 2 | ||||||
August 2024 until the date of the next Annual General Meeting of the Company. | ||||||||
4. | Approval for gratuity payment of RM58,500 to Encik Azhan Bin Mohamed. | 3 | ||||||
5(a). | To re-elect Tan Sri Dato' (Dr.) Teo Chiang Liang who is due to retire pursuant to Clause 120 | 4 | ||||||
of the Company's Constitution. | ||||||||
5(b). | To re-elect Mr. Shunsuke Sasaki who is due to retire pursuant to Clause 120 of the Company's | 5 | ||||||
Constitution. | ||||||||
5(c). | To re-elect Puan Norani Binti Sulaiman who is due to retire pursuant to Clause 120 of the | 6 | ||||||
Company's Constitution. | ||||||||
6. | To re-appoint KPMG PLT as Auditors of the Company until the conclusion of the next Annual | 7 | ||||||
General Meeting of the Company and to authorise the Directors to fix their remuneration. | ||||||||
Special Business | ||||||||
7. | Ordinary Resolution No. 1: | 8 | ||||||
Authority to Issue Shares pursuant to the Companies Act 2016 and Waiver of Pre-emptive | ||||||||
Rights | ||||||||
8. | Ordinary Resolution No. 2: | 9 | ||||||
Proposed Renewal of Existing Shareholders' Mandate for Recurrent Related Party | ||||||||
Transactions of a Revenue or Trading Nature | ||||||||
* Strike out whichever is not applicable | ||||||||
Signed this | day of | 2024 |
* Signature of Member/Common Seal
Notes:-
- This Agenda item is meant for discussion only, as the provision of Section 340(1)(a) of the Companies Act 2016 does not require a formal approval of the members/shareholders for the Audited Financial Statements. Hence, this Agenda item is not put forward for voting.
- The 63rd AGM of the Company will be conducted on a virtual basis by way of live streaming and online remote voting via the Remote Participation and Voting ("RPV") facilities to be provided by SS E Solutions Sdn. Bhd. via Securities Services e-Portal's platform at https://sshsb.net.my. Please read carefully and follow the procedures provided in the Administrative Guide in order to register, participate and vote remotely via the RPV facilities.
- With the RPV facilities, the members, proxies and/or corporate representatives are strongly encouraged to exercise their rights to participate (including to pose questions to the Chairman, Board of Directors or Management) and vote at the 63rd AGM of the Company.
As guided by the Securities Commission Malaysia's Guidance Note and Frequently Asked Questions on the Conduct of General Meetings for Listed Issuers and its subsequent amendments, the right to speak is not limited to verbal communication only but includes other modes of expression. Therefore, all members, proxies and/or corporate representatives shall communicate with the main venue of the 63rd AGM of the Company via real-time submission of typed texts through a text box within Securities Services e-Portal's platform during the live streaming of the 63rd AGM of the Company as the primary mode of communication. In the event of any technical glitch in this primary mode of communication, members, proxies and/or corporate representatives may email their questions to eservices@sshsb.com.my during the 63rd AGM of the Company. The questions and/or remarks submitted by the members, proxies and/or corporate representatives will be responded to by the Chairman, Board of Directors and/or Management during the Meeting. - In respect of deposited securities, only members whose names appear in the Record of Depositors on 23 August 2024 (General Meeting Record of Depositors) shall be eligible to attend, speak and vote at this Meeting.
- A member of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person as his/her proxy to exercise all or any of his/her rights to attend, participate, speak and vote in his/her stead. A member may appoint more than one (1) proxy in relation to a meeting, provided that the member specifies the proportion of the member's shareholdings to be represented by each proxy, failing which the appointment shall be invalid.
Fold Here
Form of Proxy
Stamp
The Share Registrar
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W)
c/o Securities Services (Holdings) Sdn. Bhd. Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan
Fold Here
- A proxy need not be a member of the Company. There shall be no restriction as to the qualification of the proxy. A proxy appointed to attend and vote at the Meeting of the Company shall have the same rights as the members to attend, participate, speak and vote at the Meeting and upon appointment a proxy shall be deemed to confer authority to demand or join in demanding a poll.
- Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991 which holds ordinary shares in the Company for multiple beneficial owners in one (1) securities account ("omnibus account"), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds.
- The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or a duly notarised certified copy of that power or authority, shall be deposited with the Company's Share Registrar, not less than forty-eight (48) hours before the time appointed for holding the Meeting or adjournment thereof:-
Mode of submission | Designated address |
Hard copy | Securities Services (Holdings) Sdn. Bhd. of Level 7, Menara Milenium, Jalan Damanlela, Pusat |
Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan | |
Electronic means | Through Securities Services e-Portal at https://sshsb.net.my |
The lodging of the Proxy Form does not preclude a member from attending and voting remotely at the 63rd AGM of the Company should he/ she subsequently decide to do so, provided a notice of termination of proxy authority in writing is given to the Company and deposited at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan not less than twenty-four (24) hours before the time stipulated for holding the 63rd AGM of the Company or any adjournment thereof, and you register for RPV as guided in the Administrative Guide. Please contact the poll administrator, SS E Solutions Sdn. Bhd., at 03-2084 9000 for further assistance.
9. The Administrative Guide on the Conduct of a Virtual General Meeting is available for download at https://www.ajinomoto.com.my.