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SUSTAINABILITY JOURNEY   HOW WE ARE GOVERNED   FINANCIAL STATEMENTS   ADDITIONAL INFORMATION  379

















            As Special Business

            To consider and if thought fit, to pass the following as Ordinary Resolution:
            7.    PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR THE EXISTING RECURRENT RELATED          (Resolution 8)
                  PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE FOR MSM AND ITS GROUP OF
                  COMPANIES (MSM HOLDINGS GROUP)  AND PROPOSED SHAREHOLDERS’ MANDATE FOR
                  THE NEW RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE
                  FOR THE MSM HOLDINGS GROUP

                  “THAT,  subject  always  to  the  Companies Act,  2016,  the  Company’s  Constitution,  the  Main  Market
                  Listing Requirements of Bursa Malaysia Securities Berhad (Listing Requirements), other applicable laws,
                  guidelines, rules and regulations, and the approval of the relevant governmental/regulatory authorities
                  (where applicable), approval be and is hereby given to the Company and its subsidiaries to enter
                  into all arrangements and/or transactions involving the interests of the related parties as specified in
                  Appendix 1 of the Circular to the Shareholders dated 27 April 2022, provided that such arrangements
                  and/or transactions are:

                  i.   recurrent transactions of a revenue or trading nature;
                  ii.   necessary for the day-to-day operations;

                  iii.   carried out in the ordinary course of business on normal commercial terms which are not more
                      favourable to the related parties than those generally available to the public; and

                  iv.   not detrimental to the minority shareholders of the Company;
                  (Proposed Mandates);

                  AND THAT the Proposed Mandates shall commence immediately upon passing of this ordinary
                  resolution and continue to be in force until:

                  a.   the conclusion of the next AGM of the Company following this AGM, at which time the Proposed
                      Mandates will lapse, unless the Proposed Mandates are renewed by a resolution passed at the
                      next AGM of the Company; or
                  b.   the expiration of the period within which the next AGM is required by law to be held; or

                  c.   the Proposed Mandates are revoked or varied by a resolution passed by the Shareholders of the
                      Company in a general meeting of the Company,
                  whichever is the earlier;

                  AND FURTHER THAT authority be and is hereby given to the Directors of the Company and/or its
                  subsidiaries to complete and do all such acts and things (including executing such documents as may
                  be  required)  as  they  may  consider  expedient  or  necessary  to  give  effect  to  such  transactions  as
                  authorised by this resolution and the Proposed Mandates.”
                  Please refer to Explanatory Note 8
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