KYM HOLDINGS BERHAD — Proxy Solicitation & Information Statement 2026

May 27, 2026

KYM HOLDINGS BHD.
Reg No.: 190201004508-064300-4
Accredited in Malaysia
NOTICE OF 44TH ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 44th Annual General Meeting of KYM Holdings Bhd will be held at Level 17, KYM Tower, No. 8 Jalan PJU 7/6, Muttoni Damansara, 47800 Petaling Jaya, Selangor on Thursday, 9 July 2026 at 11.00 a.m. for the following purposes:-

1. To receive the Financial Statements for the financial year ended 31 January 2026 together with the Reports of the Directors and Auditors thereon:
   (NOTE 1)
2. To approve the payment of Directors' Fees of RM115,000 for financial year ended 31 January 2026 and the payment of Directors' benefit (excluding Directors' Fees) to Non-Executive Directors of up to an amount of RM24,000 from the date of 44th Annual General Meeting until the next Annual General Meeting.
   (RESOLUTION 1)
3. To re-elect the following Directors retiring in accordance with the Company's Constitution:
   i. Lim Tze Thean (Article 81)
   ii. Sherman AJ, Asumugam (Article 81)
   (RESOLUTION 3)
4. To re-appoint Messrs Crowe Malaysia PLT as Auditors of the Company and to authorise the Directors to fix their remuneration.
   (RESOLUTION 4)
5. As Special Business, to consider and if thought fit, pass with or without any modification, the following resolutions:

Ordinary Resolution
Authority to Issue and Allot Shares pursuant to Sections 75 and 76 of the Companies Act, 2016
"That pursuant to Sections 75 and 76 of the Companies Act, 2016 ("Act"), the Directors be and are hereby authorised to issue and allot new Shares in the Company, grant rights to subsec like for Shares in the Company, convert any security into Shares in the Company, or allot Shares under an act of the 44th and 44th annual General Meeting and conditions and for such purposes and to such person or persons whomever as the Directors may deem fit provided that the aggregate number of Shares issued pursuant to this resolution in any one financial year does not exceed 10% of the issued capital of the Company for the time being and that such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company.
And That the Directors be and are also empowered to obtain approval for the listing of and quotation for the additional Shares so issued on Bursa Malaysia Securities Berhad.
And That in connection with the above, pursuant to Section 85(1) of the Act to be read together with Article 47 of the Constitution of the Company, the shareholders of the Company do hereby waive the statutory pre-emptive rights over all new Shares, options over or grants of new Shares or any other convertible securities in the Company and/or any new Shares to be issued pursuant to such options, grants, or other convertible securities, such new Shares, when issued, shall rank pari passu with the existing shares."

(RESOLUTION 5)

Ordinary Resolution
Proposed Renewal of Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature
"That, subject always to the Listing Requirements of Bursa Malaysia Securities Berhad, the shareholders' mandate for the recurrent related party transactions of a revenue or trading nature as approved by the shareholders of the Company on 10 July 2025 authorising the Company and its subsidiaries ("KYM Group") to enter into any of the recurrent transactions of a revenue or trading nature of the Group as set out in Section 2.2 of the General Shareholders dated 30 May 2025 with the related party mentioned herein which are necessary for the day-to-day operations of the Company to be and as set out in any required provision for the transaction of the ordinary course of business, at arms' length basis and are on normal commercial terms which are not more favorable to the Related Parties than those generally available to the public and are not detrimental to the minority shareholders of the Company and disclosure is made in the annual report of the aggregate value of transactions conducted pursuant to the Shareholders' Mandate during the financial year.
And That such approval conferred shall continue to be in force until:
(i) the conclusion of the next Annual General Meeting ("AGM") of the Company following the forthcoming AGM at which such Proposed Shareholders' Mandate passed, at which time it will lapse, unless by a resolution passed at such general meeting whereby the authority is renewed;
(ii) the expiration of the period within which the next AGM of the Company after that date is required to be held pursuant to Section 345(2) of the Companies Act, 2016 ("Act") but shall not extend to such extensions as may be allowed pursuant to Section 345(4) of the Act; or
(iii) the decision based by resolution passed by the shareholders in a general meeting, whichever is earlier.
And That the Directors of the Company be and are hereby authorised to complete and do all such acts and things as they may consider expedited or necessary in the best interest of the Company (including executing all such documents as may be required) to give effect to the Proposed Shareholders' Mandate."

(RESOLUTION 6)
6. To transact any other matter of which due notice shall have been given in accordance with the Company's Constitution and the Companies Act, 2016.

By Order of the Board

CHEE MIN ER
SSM PC No.: 201908000760 (MACSA 7016822)
Secretary
Selangor Darul Ehsan
28 May 2026

Notes:-
Only members registered in the Record of Depositors on or before 5.00 p.m. as at 2 July 2026 shall be eligible to attend the meeting or appoint a proxy to attend and/or vote on such depositor's behalf. A proxy or an attorney or a duly authorised representative need not be a member of the Company.
Save for an exempt authorised nominee as defined in the under the Securities Industry (Central Depositories) Act 1991 which holds ordinary course of business in multiple beneficial causes in one securities account ("omnibus account"), a Member (including an authorised nominee) shall be entitled to appoint not more than two (2) persons to attend and not at the same meeting. Where a member appoints more than one (1) proxy, he shall specify in the instrument appointing the proxies, the proportion of his shareholdings to be represented by each proxy.
3. If the Form of Proxy is returned without any indication as to how the proxy shall vote, the proxy will vote or abstain as he thinks fit.
4. The power of attorney or a certified copy thereof or the instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly authorised in writing, if the appointer is a corporation, it must be executed under its seal or in the manner authorised by its constitution.
5. The instrument appointing a proxy together with the power of attorney (if any) under which it is signed or a duly certified copy thereof must be deposited at the Registered Office, Level 17, KYM Tower, No. 8, Jalan PJU 7/6, Muttoni Damansara, 47800 Petaling Jaya, Selangor at least 48 hours before the day appointed for holding the Meeting or any adjournment thereof, in the case of a poll, not less than 24 hours before the time appointed for the taking of the poll.

Explanatory Notes:
1. The audited financial statements are laid in accordance with Section 340(1)(a) of the Companies Act, 2016 ("Act") for discussion only. As such, this item is not a business which requires a resolution to be put to vote by shareholders.

1. Directors' Fees and Benefits
   Section 230(1) of the Act provides amongst others, that "the fees" of the directors and "any benefits" payable to the directors of a listed company and its subsidiaries shall be approved at a general meeting.
   The fees and benefits to the Directors of the Company are paid based on the following remuneration structure:

Directors' Fees	Amount Fee
Chairman	Member
Board of Directors	RM20,000 RM20,000
Audit & Risk Management Committee	RM10,000 Nil
Nomination & Remuneration Committee	RM5,000 Nil
ESS Committee	Nil Nil

Directors' Benefits
The proposed Directors' benefits payable to Non-Executive Directors comprises meeting allowances only. The total estimated amount of Directors' benefits is calculated based on the number of scheduled Board and Board Committee meetings from this AGM until the conclusion of the next AGM of the Company. In line with the Board's proposal, the meeting allowance for the Board Committee meetings has been revised. Furthermore, the increased frequency of Board Committee meetings during the period is calculated in a way that the department to the other estimated benefits. The Executive Chairman and Executive Director of the Company are not eligible to receive meeting allowance.
Abstention from listing
Any Directors who are shareholders of the Company will abstain from voting on this Resolution concerning their own remuneration at the 44th Annual General Meeting.

1. Re-election of Directors who retire pursuant to Article 81 of the Constitution of the Company
   Article 81 provides that at least one-third (1/3) of the Directors for the time being, or, if their number is not three (3) or a multiple of three (3), then the number nearest to one-third (1/3) shall retire from office and be eligible for re-election.
   Nil. Lim Tze Thean and Mr. Sherman AJ, Asumugam being eligible, have all the themselves for re-election at this AGM.
   All Directors have undergone an individual evaluation to assess the performance and contribution of each individual Director, taking into consideration among others, competencies, fit and proper, time commitment, calibre and personality, as well as the level of independence demonstrated by the Independent Directors.
   The Nomination & Remuneration Committee and the Board have considered the results of the evaluation conducted for the financial year ended 31 January 2026, the performance of each retiring Director was found satisfactory and met the fit and proper assessment criteria.
   The Board recommends the re-election of all retiring Directors.

Authority to Allot and Issue Shares Pursuant to Sections 75 and 76 of the Act
The proposed resolution 5, if approved, will authorise the Directors to issue any other than bonus or rights issued in the Company up to an aggregate amount of not exceeding 10% of the issued capital of the Company without convening a general meeting. The approval is also set out and any delay and costs involved in convening a general meeting for such issuance of shares. The authority will expire at the next AGM of the Company.
As at the date of Notice, no shares were issued pursuant to the mandate granted to the Directors at the last AGM held on 10 July 2025 which will lapse at the conclusion of the 44th AGM.
The purpose of the renewal of general mandate is for possible fund-raising exercise including but not limited to further placement of shares for purpose of funding current and/or future investment projects, projects, repayment of bank borrowings, working capital such as purchase of raw materials, payment of administrative and operating expenses, settlement of other payables etc and/or as consideration for acquisitions.
Please refer to Section 85(1) of the Act and Article 47 of the Company's Constitution.
Pursuant to Section 85(1) of the Act read together with Article 47 of the Constitution of the Company, shareholders have pre-emptive rights to be offered any new ordinary shares in the Company which rank equally to the existing issued shares in the Company or other convertible securities.
Section 85(1) provides as follows:
Pre-emptive rights to own shares
"Subject to the constitution, where a company issue shares which rank equally to existing shares as to voting or distribution rights, those shares shall first be offered to the holders of existing shares in a manner would, if the offer were accepted, maintain the relative voting and distribution rights of those shareholders."
Article 47 of the Constitution of the Company
"Subject to any direction to the contrary that may be given by the Company in meeting of Members, all new shares or other convertible securities shall before they are issued, be offered to such person or to the date of the offer are entitled to receive notices from the Company of meetings of Member in proportion, as nearly as the circumstances admit, to the amount of the existing shares or securities to which they are entitled. The offer shall be made by notice specifying the number of shares or securities offered, and limiting a time within which the offer, if not accepted, will be deemed to be declined, and, after the expiration of that time, or on the receipt of an intimation from the person to whom the offer is made that he declines to accept the shares or securities offered, the Directors may dispose of those shares or securities in such manner as they think most beneficial to the Company. The Directors may likewise also dispose of any new shares or securities which (by reason of the ratio which the new shares or securities bear to shares or securities held by persons entitled to an offer of new shares or securities) cannot, in the opinion of the Directors, be conveniently offered under this Article."
In order for the Board to issue any new shares or other convertible securities free of pre-emptive rights, such pre-emptive rights must be waived. The proposed decision, resolution, if passed, will exclude your pre-emptive rights over all new shares, options over or grant of new shares or any other convertible securities in the Company and/or any new Shares to be issued pursuant to such options, grants or other convertible securities under the Authority To Directors To Allot Shares.

1. Proposed Renewal of Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature
   The proposed resolution 6 if approved, will authorise KYM Group to continue entering into any of the categories of recurrent related party transactions of a revenue or trading nature with related parties, particulars of which are set out in Section 2.2 of the Circular to Shareholders dated 30 May 2025 circulated together with this Annual Report. These authorities, unless revoked or varied by the Company at a general meeting will expire at the next AGM of the Company.

2. Annual Report 2026
   The software of the Annual Report 2026 is available on the Company's website at www.kym.com.my. Shareholders of the Company may request for the printed copy of the Annual Report 2026 via the Company's website at www.kym.com.my and must provide all the required information accurately as full name, CDS Account Number, full mailing address and shareholder's mobile number. With the accurate and complete information, a copy of the Annual Report 2026 will be sent to the shareholders upon request within four (4) working days.