AwanBiru Technology Berhad - Annual Report 2021

(v) Proposed Renewal of Share Buy-Back Authority The Proposed Renewal of Share Buy-back Authority is to renew the authority granted by the shareholders of the Company at the 10th AGM of the Company held on 25 November 2020. The proposed renewal will allow the Company to purchase its own shares up to 10% of the total number of issued shares of the Company at any time within the time period stipulated in Bursa Malaysia Securities Berhad Main Market Listing Requirements. Please refer to the Statement to Shareholders dated 22 October 2021 for further information. (vi) Retention of the Independent Non-Executive Director Mr. Chan Wan Siew was appointed as an Independent Non-Executive Director of the Company on 18 November 2010, and has, therefore served as Independent Non-Executive Director for more than nine (9) years as at the date of this Notice. The Nomination Committee of the Company has assessed the independence of Mr. Chan Wan Siew and recommended to retain him as Independent Non-Executive Director of the Company. The Board of Directors endorsed the Nomination Committee’s recommendation and is of the view that his retention as Independent Non- Executive Director of the Company is in the best interest of the Company. (vii) Proposed Allocation of Long Term Incentive Plan (“LTIP”) Awards to Encik Syed Naqiz Shahabuddin bin Syed Abdul Jabbar The shareholders of the Company had at the Extraordinary General Meeting on 15 September 2020 approved the establishment of the LTIP for the eligible Directors and employees of the Company and its subsidiaries companies, which are not dormant, who fulfil the conditions of eligibility for participation in the LTIP. The proposed Resolution 14, if passed, will enable Encik Syed Naqiz Shahabuddin bin Syed Abdul Jabbar to participate in the LTIP with the offer and grant of Employee Share Option Scheme Options and/or ordinary shares of the Company, from time to time throughout the duration of the LTIP. Encik Syed Naqiz Shahabuddin bin Syed Abdul Jabbar being the interested director, will abstain and has also undertaken to ensure that persons connected to himwill abstain from voting on this resolution. He has also abstained himself from all deliberations and voting on this resolution at the Board of Directors’ Meeting. (viii) Proposed Allocation of LTIP Awards to YM Tunku Abang Faisal Amir bin Abang Abu Bakar The shareholders of the Company had at the Extraordinary General Meeting on 15 September 2020 approved the establishment of the LTIP for the eligible Directors and employees of the Company and its subsidiaries companies, which are not dormant, who fulfil the conditions of eligibility for participation in the LTIP. The proposed Resolution 15, if passed, will enable YM Tunku Abang Faisal Amir bin Abang Abu Bakar to participate in the LTIP with the offer and grant of Employee Share Option Scheme Options and/or ordinary shares of the Company, from time to time throughout the duration of the LTIP. YM Tunku Abang Faisal Amir bin Abang Abu Bakar being the interested director, will abstain and has also undertaken to ensure that persons connected to him will abstain from voting on this resolution. He has also abstained himself from all deliberations and voting on this resolution at the Board of Directors’ Meeting. (ix) Proposed Allocation of LTIP Awards to Dato’ Tharuma Rajah @ K.T. Rajan a/l R. Krishnan The shareholders of the Company had at the Extraordinary General Meeting on 15 September 2020 approved the establishment of the LTIP for the eligible Directors and employees of the Company and its subsidiaries companies, which are not dormant, who fulfil the conditions of eligibility for participation in the LTIP. The proposed Resolution 16, if passed, will enable Dato’ Tharuma Rajah @ K.T. Rajan a/l R. Krishnan to participate in the LTIP with the offer and grant of Employee Share Option Scheme Options and/or ordinary shares of the Company, from time to time throughout the duration of the LTIP. Dato’ Tharuma Rajah @ K.T. Rajan a/l R. Krishnan being the interested director, will abstain and has also undertaken to ensure that persons connected to him will abstain from voting on this resolution. He has also abstained himself from all deliberations and voting on this resolution at the Board of Directors’ Meeting. Notice of Annual General Meeting Awantec | Accountability Annual Report 2021 254