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EA HOLDINGS BERHAD — Proxy Solicitation & Information Statement 2026
May 10, 2026
70512_rns_2026-05-10_8694950f-32c2-41cf-8f13-7b980d7ef567.pdf
Proxy Solicitation & Information Statement
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E
Holdings Berhad
E
NOTICE OF ANNUAL GENERAL MEETING
EA HOLDINGS BERHAD
(Registration No. 200901034925 (878041-A))
(Incorporated in Malaysia)
NOTICE IS HEREBY GIVEN that the 14th Annual General Meeting of the EA HOLDINGS BERHAD ("EAH" or the "Company") which will be held at Eugenia Ballroom, Ground Floor, Palm Garden Golf Club, IOI Resort City, 62502 Putrajaya, Malaysia on Wednesday, 10 June 2026 at 10:30 a.m. to transact the following business :
AGENDA
AS ORDINARY BUSINESS
-
To receive the Audited Financial Statements for the financial period ended 30 November 2025 and the Reports of Directors and Auditors thereon.
Please refer to Explanatory Note (a) -
To approve the payment of Directors' fees amounting to RM214,560 from 1 August 2024 to 30 November 2025.
Resolution 1 -
To approve the payment of Directors' fees amounting to RM280,000 for the financial year ending 30 November 2026.
Resolution 2 -
To re-elect the Director, Mr. Choo Seng Choon who retires in accordance with Article 126 of the Company's Constitution.
Resolution 3 -
To re-elect the Director, Ms. Wong Wan Rou who retires in accordance with Article 126 of the Company's Constitution.
Resolution 4 -
To re-appoint Messrs. Ong & Wong as auditor of the Company and to authorize the Directors to fix their remuneration.
Resolution 5
AS SPECIAL BUSINESS
To consider and, if deemed fit, to pass the following resolution :
7. Authority to issue shares
Resolution 6
"THAT subject always to the Constitution of the Company, the Act, the ACE Market Listing Requirements ("Listing Requirements") of Bursa Malaysia Securities Berhad ("Bursa Securities") and the approvals of the relevant governmental/ regulatory authorities, where required, the Directors of the Company, be and are hereby authorized and empowered pursuant to Sections 75 and 76 of the Act, to issue and allot new ordinary shares in the Company ("Shares") to such persons, at any time, and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit, provided that the aggregate number of shares to be issued does not exceed ten per centum (10%) of the total number of issued shares of the Company (excluding treasury shares, if any) at any point of time ("Mandate") AND the Directors be and also empowered to obtain the approval for the listing of and quotation for the additional shares so issued on Bursa Securities AND such authority shall continue in force until the conclusion of the next Annual General Meeting ("AGM") of the Company held next after the approval was given or at the expiry of the period within which the next AGM is required to be held after the approval was given, whichever is the earlier.
AND THAT pursuant to Section 85 of the Act read together with the Company's Constitution, approval be given to waive the statutory pre-emptive rights conferred upon the shareholders of the Company AND the Board of Directors is exempted from the obligation to offer such new Shares first to the existing shareholders of the Company in respect of the issuance and allotment of new Shares pursuant to the Mandate.
AND FURTHER THAT the new Shares to be issued pursuant to the Mandate, shall, upon issuance and allotment, rank pari passu in all respects with the existing shares of the Company, save and except that they shall not be entitled to any dividends, rights, allotments and/or any other forms of distribution that which may be declared, made or paid before the date of allotment of such new Shares.
- To transact any other business for which due notice shall have been given.
By Order of the Board
TAN KAH KOON (MAICSA 7066666) (SSM PC No. 201908001500)
Company Secretary
Kuala Lumpur
12 May 2026
IMPORTANT NOTICE
-
A member of the Company who is entitled to attend, participate, speak and vote at this meeting is entitled to appoint not more than two (2) proxies, and in the case of a corporation, a duly authorised representative to attend, participate, speak and vote in its stead.
Please refer to Explanatory Note (a) -
A proxy may but need not be a member of the Company, an advocate, an approved company auditor or a person approved by the Registrar. Where a member appoints more than one (1) proxy, he shall specify the proportions of his shareholdings to be represented by each proxy.
Resolution 1 -
Where a shareholder of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991 ("SICDA") which holds ordinary shares in the Company for multiple beneficial owners in one 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.
Resolution 2 -
The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly authorised in writing or if the appointer is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised in writing.
Resolution 3 -
The original instrument appointing a proxy must be deposited at the Registered Office of the Company situated at No. 29-2, Level 29, Oval Damansara, 685, Jalan Damansara, Taman Tun Dr. Ismail, 60000 Kuala Lumpur.
Resolution 4 -
Please ensure ALL the particulars as required in the Proxy Form are completed, signed and dated accordingly.
Resolution 5 -
Last date and time for lodging the Proxy Form is Monday, 8 June 2026, 10:30 a.m.
- Any authority pursuant to which such an appointment is made by a power of attorney or appointment of corporate representative must be deposited with the Registered Office of the Company at 29-2, Level 29, Oval Damansara, 685, Jalan Damansara, Taman Tun Dr. Ismail, 60000 Kuala Lumpur not less than forty-eight (48) hours before the time appointed for holding the meeting or adjourned meeting at which the person named in the appointment proposes to vote. A copy of the power of attorney may be accepted provided that it is certified notarially and/or in accordance with the applicable legal requirements in the relevant jurisdiction in which it is executed.
- For the purpose of determining a shareholder who shall be entitled to attend the meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd, in accordance with Clause 89 of the Company's Constitution and Section 34(1) of the SICDA to issue a General Meeting Record of Depositors as at Monday, 1 June 2026. Only a depositor whose name appears therein shall be entitled to participate the said meeting or appoint a proxy to attend, participate, speak and/or vote on his/her stead.
- (or in accordance with Clause 89 of the Act)
- (or in accordance with the Act 1991 (2) of the Companies Act 2016 (2) of the Securities Act 2016 (2) of the Companies Act 2016) and the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member's breach of warranty.
PERSONAL DATA PRIVACY:-
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, participate, speak and vote at the meeting and/or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member's personal data by the Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives appointed for the meeting (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes and other documents relating to the meeting (including any adjournment thereof), and in order for the Company (or its agents) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the "Purpose"), (ii) warrants that where the member discloses the personal data of the member's proxy(ies) and/or representative(s) to the Company (or its agents), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member's breach of warranty.
Explanatory notes :
a) Item 1 - Audited Financial Statement for the financial period ended 30 November 2025
The item is meant for discussion only, as the provision of Section 340(1) of the Companies Act 2016 does not require a formal approval of the shareholders for the Audited Financial Statements. Hence, this item is not put forward for voting.
b) Ordinary Resolution 6 - Proposed authority to issue shares
The Ordinary Resolution 6 of the Agenda is to seek a general mandate for issuance and allotment of shares by the Company pursuant to Sections 75 and 76 of the Act. This Ordinary Resolution, if passed, will empower the Directors to issue and allot new Shares in the Company up to an amount not exceeding in total ten per centum (10%) of the total number of issued shares of the Company for such purposes as the Directors consider would be in the interest of the Company. This would avoid any delay and cost involved in convening a general meeting to approve the issuance and allotment of such new Shares. This authority, unless revoked or varied by the Company at a general meeting, will expire at the conclusion of the next AGM or the expiration of the period within which the next AGM is required by law to be held, whichever is earlier.
This general mandate will provide flexibility to the Company for issuance and allotment of new Shares for any possible fund raising activities, including but not limited to further placing of shares, for the purpose of funding future investment project(s), working capital and/or acquisition(s).
Pursuant to Section 85 of the Act and the Company's Constitution, shareholders have pre-emptive rights to be offered any new Shares in the Company which rank equally to the existing issued shares in the Company. This Ordinary Resolution 6, if passed, will exclude the shareholders' preemptive right to be offered new Shares to be issued by the Company.
EA Holdings Berhad
Registration No. 200901034925 (678041-A)
CDS Account No.: No. of Shares Held: [ ]
FORM OF PROXY
I/We _________ NRIC/Company No _________
(FULL NAME IN BLOCK CAPITAL)
of _________ (FULL ADDRESS)
telephone no. ________ email address ________ being a member/members of EA HOLDINGS BERHAD.
| Name of proxy & NRIC No. | No. of shares | % | |
|---|---|---|---|
| 1. | |||
| 2. |
or failing him/her
| Name of proxy & NRIC No. | No. of shares | % | |
|---|---|---|---|
| 1. | |||
| 2. |
or failing him/her, the Chairman of the Meeting as my/our proxy, to vote for me/us and on my/our behalf at the Fourteenth Annual General Meeting ("14th AGM") of the Company to be held on Wednesday, 10 June 2026 at 10:30 a.m. and at any adjournment thereof in the manner indicated below in respect of the following Resolutions :
| RESOLUTIONS | For | Against | |
|---|---|---|---|
| 1. | To approve the payment of Directors' fees amounting to RM214,560 from 1 August 2024 to 30 November 2025. | ||
| 2. | To approve the payment of Directors' fees amounting to RM280,000 for the financial year ending 30 November 2026. | ||
| 3. | To re-elect the Director, Mr. Choo Seng Choon who retires in accordance with Article 126 of the Company's Constitution. | ||
| 4. | To re-elect the Director, Ms. Wong Wan Rou who retires in accordance with Article 126 of the Company's Constitution. | ||
| 5. | To re-appoint Messrs. Ong & Wong as auditor of the Company and to authorize the Directors to fix their remuneration. | ||
| AS SPECIAL BUSINESS | |||
| 6. | Authority to issue shares. |
Please mark with "X" in either box if you wish to direct the proxy how to vote. If no mark is made the proxy may vote on the resolutions or abstain from voting as the proxy thinks fit.
- Strike out whichever is not desired
Signed this __ day of _______ 2026
Signature(s) of Member(s)
Affix Company's Seal (if applicable)
IMPORTANT NOTICE
- A member of the Company who is entitled to attend, participate, speak and vote at this meeting is entitled to appoint not more than two (2) proxies, and in the case of a corporation, a duly authorised representative to attend, participate, speak and vote in its stead.
- A proxy may but need not be a member of the Company, an advocate, an approved company auditor or a person approved by the Registrar. Where a member appoints more than one (1) proxy, he shall specify the proportions of his shareholdings to be represented by each proxy.
- Where a shareholder of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991 ("SICDA") which holds ordinary shares in the Company for multiple beneficial owners in one 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 shall be in writing under the hand of the appointer or his attorney duly authorised in writing or if the appointer is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised in writing.
- The original instrument appointing a proxy must be deposited at the Registered Office of the Company situated at No. 29-2, Level 29, Oval Damansara, 685, Jalan Damansara, Taman Tun Dr. Ismail, 60000 Kuala Lumpur.
- Please ensure ALL the particulars as required in the Proxy Form are completed, signed and dated accordingly.
- Last date and time for lodging the Proxy Form is Monday, 8 June 2026, 10:30 a.m.
- Any authority pursuant to which such an appointment is made by a power of attorney or appointment of corporate representative must be deposited with the Registered Office of the Company at 29-2, Level 29, Oval Damansara, 685, Jalan Damansara, Taman Tun Dr. Ismail, 60000 Kuala Lumpur not less than forty-eight (48) hours before the time appointed for holding the meeting or adjourned meeting at which the person named in the appointment proposes to vote. A copy of the power of attorney may be accepted provided that it is certified notarially and/or in accordance with the applicable legal requirements in the relevant jurisdiction in which it is executed.
- For the purpose of determining a shareholder who shall be entitled to attend the meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd, in accordance with Clause 89 of the Company's Constitution and Section 34(1) of the SICDA to issue a General Meeting Record of Depositors as at Monday, 1 June 2026. Only a depositor whose name appears therein shall be entitled to participate the said meeting or appoint a proxy to attend, participate, speak and/or vote on his/her stead.
PERSONAL DATA PRIVACY:
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, participate, speak and vote at the meeting and/or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member's personal data by the Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives appointed for the meeting (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes and other documents relating to the meeting (including any adjournment thereof), and in order for the Company (or its agents) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the "Purposes"), (ii) warrants that where the member discloses the personal data of the member's proxy(ies) and/or representative(s) to the Company (or its agents), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member's breach of warranty.
Fold Here
Affix stamp
The Company Secretaries
EA HOLDINGS BERHAD
Registration No. 200901034925 (878041-A)
29-2, Level 29, Oval Damansara, 685, Jalan Damansara, Taman Tun Dr Ismail, 60000 Kuala Lumpur
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