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BOUSTEAD HEAVY INDUSTRIES CORP Proxy Solicitation & Information Statement 2026

Jun 7, 2026

70362_rns_2026-06-07_f51438b7-e34a-42b0-a480-738b9538bfd6.pdf

Proxy Solicitation & Information Statement

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E

Boustead Heavy Industries Corporation Berhad

(A member of Boustead Group)

(Registration No.: 197101000758 (11106-V))

(Incorporated in Malaysia)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN an Extraordinary General Meeting ("EGM") of Boustead Heavy Industries Corporation Berhad ("BHIC" or the "Company") will be held at Mutiara Ballroom, Royale Chulan Damansara, 2, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor, Malaysia on Wednesday, 24 June 2026 at 2.30 p.m., or immediately after the conclusion or adjournment (as the case may be) of the Fifty-fourth Annual General Meeting of the Company which will be held at the same venue on the same day at 10.30 a.m., whichever is later, or any adjournment thereof, for the purpose of considering and, if thought fit, passing with or without modifications, the following ordinary resolution.

ORDINARY RESOLUTION

PROPOSED DISPOSAL BY BOUSTEAD PENANG SHIPYARD SDN BHD ("BPS"), A WHOLLY-OWNED SUBSIDIARY OF BOUSTEAD HEAVY INDUSTRIES CORPORATION BERHAD ("BHIC"), OF THREE (3) ADJOINING PARCELS OF MIXED INDUSTRIAL AND BUILDING LAND LEGALLY IDENTIFIED AS LOT NOS. 3222, 9777, AND 20238, TITLE NOS. PN 649, HSD 6981, AND HSM 3558, RESPECTIVELY, MUKIM OF 13, DISTRICT OF TIMOR LAUT, PULAU PINANG (COLLECTIVELY, THE "SUBJECT PROPERTIES"), TO KARYA KOPERAT SDN BHD ("KKSB") FOR A TOTAL DISPOSAL CONSIDERATION OF RM28.00 MILLION TO BE SATISFIED ENTIRELY VIA CASH ("PROPOSED DISPOSAL")

THAT, approval be and is hereby given to BPS to dispose of the Subject Properties for the total disposal consideration of RM28,000,000 in cash, in accordance with the terms and conditions contained in the conditional share sale and purchase agreement dated 31 March 2026, entered into between BPS and KKSB ("SPA").

THAT the proceeds arising from the Proposed Disposal be utilised for the purposes set out in Section 3 of the circular to shareholders in relation to the Proposed Disposal dated 9 June 2026, and the Board of Directors of the Company ("Board") be and is hereby empowered and authorised with full discretion to amend or vary the manner and/or purposes of utilisation of such proceeds, as the Board may deem fit, necessary, expedient and/or appropriate in the best interests of the Company.

AND THAT the Board be and is hereby authorised to do all acts, deeds and things, and execute all documents as the Board considers necessary or expedient in connection with the Proposed Disposal, and to take all such necessary steps to give full effect to the Proposed Disposal with full power to assent, accept and/or make any condition, modification, variation, arrangement and/or amendment in any manner as may be required or imposed or permitted by any relevant authorities and/or parties or as the Board may deem necessary or expedient in the best interests of the Company in respect of the Proposed Disposal.

BY ORDER OF THE BOARD

ROZANA ISMAIL (LS 0008847) (SSM PC No.: 201908003365)

Company Secretary

8 June 2026

Notes:

(i) A member of the Company entitled to attend and vote at the EGM is entitled to appoint a proxy or attorney or proxies (or being a corporate member, a corporate representative) to attend and vote in his stead. A proxy may but need not be a member of the Company. There shall be no restriction as to the qualification of the proxy.

(ii) Subject to (iii) below, where a member appoints two (2) or more proxies, the appointments shall be invalid unless he/she specifies the proportion of his shareholding to be represented by each proxy.

(iii) The instrument appointing a proxy in the case of an individual shall be signed by the appointer or his/her attorney or in the case of a corporation executed under its common seal or signed on behalf of the corporation by its attorney duly authorised.

(iv) Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one securities account ("Omnibus Account") as defined under the Securities Industry (Central Depositories) Act 1991, there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each Omnibus Account it holds.

(v) Where the Proxy Form is executed by a corporation, it must be executed under its seal or under the hand of its attorney.

(vi) The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of that power or authority, must, to be valid, be deposited at the office of the Company's Registrars, Tricor Investor & Issuing House Services Sdn. Bhd, Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur or alternatively, the Customer Service Centre at Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, not less than forty-eight (48) hours before the time set for the meeting or at any adjournment thereof.

(vii) Only a depositor whose name appears on the Record of Depositors as at 15 June 2026 shall be entitled to attend the said meeting and to appoint a proxy or proxies to attend, speak and/or vote on his/her behalf.

(viii) Pursuant to subparagraph 8.29A(1) of the Listing Requirements, the resolutions set out in this Notice will be put to vote by way of poll.