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TECK GUAN PERDANA BERHAD Proxy Solicitation & Information Statement 2026

May 24, 2026

71661_rns_2026-05-24_27f92c2e-5f05-4c03-adcd-6b479799953e.pdf

Proxy Solicitation & Information Statement

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This Circular is dated 25th May 2026

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

If you are in any doubt about the course of action to be taken, you should consult your stockbroker, bank manager, solicitor, accountant, or other professional adviser immediately.

Bursa Malaysia Securities Berhad (“Bursa Securities”) has conducted a limited review on the Shareholders’ Mandate for Additional Recurrent Related Party Transactions of this Circular and has not peruse the Proposed Renewal of Existing Shareholders’ Mandate of this Circular as it is prescribed as an exempt documents pursuant to the Practice Note 18 of the Main Market Listing Requirements of Bursa Securities. You should rely on your own evaluation to assess the merits and risks of the proposals in this Circular.

Bursa Securities takes no responsibility for the contents of this Circular, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or due to your reliance upon the whole or any part of the contents of this Circular.

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TECK GUAN PERDANA BERHAD

Registration No. 199401021418 (307097-A)

(Incorporated in Malaysia)

CIRCULAR TO SHAREHOLDERS IN RELATIONS TO PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR EXISTING RECURRENT RELATED PARTY TRANSACTIONS AND SHAREHOLDERS' MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

(KNOWN AS “THE PROPOSAL”)

The Proposals in relation to the above will be tabled as Special Business at Teck Guan Perdana Berhad (“the Company”)’s Thirty-Second Annual General Meeting (“32nd AGM”) which will be held at Xocolatt Hall, Ground Floor, Hotel Emas, Jalan Utara, 91000 Tawau, Sabah on Friday, 26th June 2026 at 9.00 a.m.

The Notice of the 32nd AGM which sets out the resolutions to consider the abovementioned proposals together with the Proxy Form and Administrative Guide as set out in the Annual Report 2026 is available on the Company’s website at https://www.teckguan.com/tgp.

If you are unable to attend and vote at the meeting, you may complete the Proxy Form and deposit it at our Company’s Registered Office at No. 318, Teck Guan Regency, Jalan St. Patrick Off Jalan Belunu, 91000 Tawau, Sabah not later than 24th June 2026 at 9.00 a.m., forty-eight (48) hours before the time set for the 32nd AGM or any adjournment thereof. The Proxy Form can also be submitted electronically via email at [email protected]. Please follow the procedures set out in the Administrative Guide for the 32nd AGM.


DEFINITIONS

Except where the context otherwise requires, the following definitions shall apply throughout this Circular:

“Act” - Companies Act 2016 as amended from time to time and any re-enactment thereof
“AGM” - Annual General Meeting
“Annual Report 2026” - Annual Report of the Company for the financial year ended 31st January 2026
“Board” or “Board of Directors” - Board of Directors of TGP
“Bursa Securities” or “Exchange” - Bursa Malaysia Securities Berhad [Registration No. 200301033577 (635998-W)]
“Circular” - This Circular dated 25th May 2026
“Constitution” - The Memorandum and Article of Association of the Company
“Director(s)” - Shall have the meaning given in Section 2(1) of the Capital Markets and Services Act 2007 and includes any person who is or was within the preceding 6 months from the date on which the terms of the transactions were agreed upon, a director of the Company or any other Company which is its subsidiary or holding company or a chief executive of the Company, its subsidiary or holding company
“HTG” - HTG Holdings Sdn. Bhd. [Registration No. 198001006986 (60770-X)]. HTG Holdings Sdn. Bhd., the holding company of Teck Guan Perdana Berhad
“HTG Group” - HTG Holdings Sdn. Bhd., and its subsidiary companies
“Listing Requirements” - Main Market Listing Requirements of Bursa Malaysia Securities Berhad
“LPD” - Latest Practicable Date which is 30th April 2026
“Major Shareholder (s)” - A person who has an interest or interests in one or more voting shares in the Company and the number or the aggregate number of those shares is:
(a) 10% or more of the total number of voting shares in the Company; or
(b) 5% or more of the total number of voting shares in the Company where such person is the largest shareholder of the Company.
For the purpose of this definition, “interest in shares” shall have the same meaning given in Section 8 of the Act. A Major Shareholder includes any person who is or was within the preceding 6 months of the date on which the terms of the transaction were agreed upon, a major shareholder of the Company or its subsidiaries or holding company


DEFINITIONS

Except where the context otherwise requires, the following definitions shall apply throughout this Circular:

"Proposed Shareholders' Mandate"
- Proposed Renewal of Shareholders' Mandate for Existing Recurrent Related Party Transactions and Shareholders' Mandate for Additional Recurrent Transactions

"Related Party(ies)"
- Director(s), Major Shareholder(s) or persons(s) connected with such Director(s) or Major Shareholder(s) of the Company. For the purpose of this definition, Director(s) and Major Shareholder(s) shall have the meanings given in Paragraph 10.02 of the Listing Requirements

"Recurrent Party Transaction(s)"
- A transaction entered into by the TGP Group which involved the interest direct or indirect of a Related Party

"Recurrent Transaction(s)"
- A transaction which is recurrent or takes place on a regular basis and which is necessary for day-to-day operations at TGP Group

"Recurrent Related Party Transaction(s)" or "RRPT"
- A transaction entered into by the TGP Group which involved the interest direct or indirect of a Related Party which is recurrent of a revenue or trading nature and which is necessary for day-to-day operations of TGP Group

"Shareholders"
- Shareholders of TGP

"Shareholders' Mandate"
- Shareholders' Mandate for TGP Group to enter into recurrent Related Party Transactions of a revenue or trading nature with Related Party in the ordinary course of business which are necessary for TGP Group's day to day operations

"TGP or Company"
- Teck Guan Perdana Berhad [Registration No. 199401021418 (307097-A)]

"TGP Group" or "Group"
- Teck Guan Perdana Berhad and its subsidiary companies

Words importing the singular shall, where applicable, include the plural and vice versa and words importing the masculine gender shall, where applicable, include the feminine and neuter genders and vice versa. Reference to persons shall include corporation, unless otherwise specified.

Any reference in this Circular to any enactment is a reference to that enactment as for the time being amended or re-enacted.

Any reference to a time of day in this Circular shall be a reference to a Malaysian time, unless otherwise stated.


TABLE OF CONTENTS

PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR EXISTING RECURRENT RELATED PARTY TRANSACTIONS AND SHAREHOLDERS' MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

PAGE

  1. INTRODUCTION 2-3
  2. DETAILS OF THE PROPOSED SHAREHOLDERS' MANDATE 3-4
  3. PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE AND SHAREHOLDERS' MANDATE FOR ADDITIONAL RECURRENT TRANSACTIONS 4
    3.1 Principal Business Activities of the TGP Group 4-5
    3.2 Class and Nature of the Recurrent Transactions for the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions 5-34
    3.3 Details on the Related Parties 34
    3.4 Disclosure of Related Party Transactions 34
    3.5 Rationale for the Recurrent Transactions 35
    3.6 Benefits of the Recurrent Transactions 35
    3.7 Methods and Procedures of determining prices of Recurrent Transactions 35-36
    3.8 Threshold for approval of Recurrent Related Party Transactions 37
    3.9 The outstanding amount due/owing to the Group by Related Parties pursuant to Recurrent Related Party Transactions 37-38
    3.10 Statement by the Audit & Risk Management Committee 38
    3.11 Effects of the Proposed Shareholders' Mandate 38
  4. MAJOR SHAREHOLDERS' AND DIRECTORS' INTEREST 38-39
  5. INTEREST OF DIRECTORS AND MAJOR SHAREHOLDERS 39
  6. FURTHER INFORMATION 39
  7. APPROVALS REQUIRED 39
  8. BOARD OF DIRECTORS' RECOMMENDATION 39
  9. ANNUAL GENERAL MEETING 40

iii


APPENDICES

APPENDIX I FURTHER INFORMATION

  1. Responsibility Statement 42
  2. Material Contracts 42
  3. Material Litigation 42
  4. Documents Available for Inspection 42

[This Section Is Left Blank Intentionally]

iv


1

PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR EXISTING RECURRENT RELATED PARTY TRANSACTIONS AND SHAREHOLDERS' MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE


TECK GUAN PERDANA BERHAD

Registration No. 199401021418 (307097-A)

(Incorporated in Malaysia)

Registered Office:
318, Teck Guan Regency
Jalan St. Patrick
Off Jalan Belunu
91000 Tawau
Sabah

25th May 2026

The Board of Directors:
Wong Peng Mun (Chairman, Non-Independent Non-Executive Director)
Y. Bhg. Datuk Hong Ngit Ming (Managing Director)
Hong Kun Yee (Executive Director)
Fung Hiuk Bing (Non-Independent Non-Executive Director)
Noor Fazarina Binti Tahah (Committee Chairperson, Independent Non-Executive Director)
Connie Wong Jiin Yee (Independent Non-Executive Director)

To: The Shareholders of Teck Guan Perdana Berhad

Dear Sir/Madam,

PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR EXISTING RECURRENT RELATED PARTY TRANSACTIONS AND SHAREHOLDERS' MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

1.0 INTRODUCTION

At the 31st AGM held on 26 June 2025, the Company had obtained a Shareholders' Mandate to enable the TGP Group to enter into Recurrent Transactions with Related Parties in the ordinary course of business based on commercial terms which are not more favourable to the Related Parties than those generally available to the public which are necessary for TGP's day-to-day operations.

The Shareholders' Mandate shall, in accordance with the Listing Requirements, and the approval of the Shareholders obtained on 26 June 2025, lapse at the conclusion of the forthcoming 32nd AGM to be held on 26 June 2026. The Board therefore proposes to seek a renewal of the Shareholders' Mandate from the Shareholders at the forthcoming 32nd AGM to enable the TGP Group to enter and/or continue entering into Recurrent Transactions with Related Parties. This Shareholders' Mandate, if approved by the Shareholders, will be subject to annual renewal.

On 27 April 2026, TGP announced its intention to seek the Shareholders' approval for the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions in respect of the Recurrent Transactions to be entered into from the date of the forthcoming 32nd AGM to be held on 26 June 2026 until:-


(i) the conclusion of the next AGM of TGP following the forthcoming 32nd AGM at which the Proposed Renewal of Shareholders’ Mandate and Shareholders’ Mandate for Additional Recurrent Transactions is passed, at which time it will lapse, unless authority is renewed by an ordinary resolution passed at the next AGM; or
(ii) the expiration of the period within the next AGM is to be held pursuant to Section 340 (2) of the Act, but such period shall not extend to any extension as may be allowed pursuant to Section 340 (4) of the Act; or
(iii) revoked or varied by resolution passed by the shareholders in a general meeting before the next AGM;

whichever is the earlier.

It is anticipated that the TGP Group would, in ordinary course of business, enter into RRPT and that such RRPT will occur with some degree of frequency and could arise at any time and from time to time. In view of the time-sensitive, confidential and frequent nature of such RRPT, the procurement of the Proposed Shareholders’ Mandate with the classes Related Parties as set out in Section 3.2, will allow the Company to enter into RRPT provided such transactions are entered into at arm’s length and on normal commercial terms which are not more favourable to the Related Parties than those generally available to the public and are not detrimental to the minority shareholders.

In accordance with Section 3.1.5 of Practice Note No. 12/2001 of the Listing Requirements, disclosure had been made in the Annual Report 2026 of TGP of the actual breakdown of the aggregate value of the Recurrent Transactions undertaken pursuant to the existing Shareholders’ Mandate during the financial year ended 31 January 2026.

THE PURPOSE OF THIS CIRCULAR IS TO PROVIDE YOU WITH THE DETAILS OF THE PROPOSED SHAREHOLDERS’ MANDATE AND TO SEEK YOUR APPROVAL FOR THE ORDINARY RESOLUTIONS PERTAINING TO THE PROPOSED SHAREHOLDERS’ MANDATE TO BE TABLED AS SPECIAL BUSINESS AT THE FORTHCOMING AGM.

YOU ARE TO READ AND CONSIDER CAREFULLY THE CONTENTS OF THIS CIRCULAR TOGETHER WITH THE APPENDIX CONTAINED HEREIN BEFORE VOTING ON THE ORDINARY RESOLUTION BY WAY OF POLL TO GIVE EFFECT TO THE PROPOSAL TO BE TABLED AT THE FORTHCOMING AGM.

2.0 DETAILS OF THE PROPOSED SHAREHOLDERS’ MANDATE

Pursuant to Part E, Paragraph 10.09(1) of the Listing Requirements, listed issuers with a share capital of below RM60 million must immediately announce a Recurrent Related Party Transaction as follows:-

(i) the consideration, value of the assets, capital outlay or costs of the Recurrent Related Party Transaction is RM1 million or more; or
(ii) the percentage ratio of such Recurrent Related Party Transaction is 1% or more,

whichever is the lower.

A listed issuer may seek a mandate from its shareholders for Recurrent Related Party Transactions subject to the following:

(a) the transactions are in the ordinary course of business and are on terms not more favourable to the related party than those generally available to the public;
(b) the shareholder mandate is subject to annual renewal and disclosure is made in the annual report of the aggregate value of transactions conducted pursuant to the shareholder mandate during the


financial year where the aggregate value is equal to or more than the threshold prescribed under Paragraph 10.09(1) of the Main Market Listing Requirements;

(c) the listed issuer's circular to shareholders for the shareholder mandate includes the information as may be prescribed by the Exchange. The draft circular must be submitted to the Exchange together with a checklist showing compliance with such information;

(d) in a meeting to obtain shareholder mandate, the interested director, interested major shareholder or interested person connected with a director or major shareholder; and where it involves the interest of an interested person connected with a director or major shareholder, such director or major shareholder, must not vote on the resolution to approve the transactions. An interested director or interested major shareholder must ensure that persons connected with him abstain from voting on the resolution approving the transactions; and

(e) the listed issuer immediately announces to the Exchange when the actual value of a Recurrent Related Party Transaction entered into by the listed issuer, exceeds the estimated value of the Recurrent Related Party Transaction disclosed in the circular by 10% or more and must include the information as may be prescribed by the Exchange in its announcement.

Paragraph 2.4 of Practice Note 12 states that where a listed issuer has obtained a shareholders' mandate in respect of any Recurrent Related Party Transaction, the above disclosure obligation as set out in items (i) and (ii) will not apply to the Recurrent Related Party Transactions which are comprised in the mandate.

3.0 PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE AND SHAREHOLDERS' MANDATE FOR ADDITIONAL RECURRENT TRANSACTIONS

3.1 Principal Business Activities of the TGP Group

The principal business activities of TGP are provision of management services and investment holding. The principal activities of the subsidiary companies of TGP are set out in the table below:

Name of Company Place of Incorporation Effective Equity Interest (%) Principal Activities
Cacao Paramount Sdn. Bhd. Malaysia 100 Processing of cocoa products, trading of crude palm kernel oil and the operation of kernel crushing plant and oil palm plantation.
Majulah Koko Tawau Sdn. Bhd. Malaysia 100 Processing and sale of cocoa powder and other cocoa products and the export of trading produce.
Tawau Cocoa Estate Sdn. Bhd. Malaysia 100 Operation of oil palm and cocoa plantations.

The Board is seeking approval from Shareholders for the Proposed Shareholders' Mandate, which will allow the TGP Group to enter into the categories of Related Party Transactions referred to in Paragraph 3.2 below, in the ordinary course of business, with the Related Parties set out in Paragraph 3.3 below, provided such transactions, are of a revenue nature necessary for day-to-day operations of the TGP Group, on TGP Group's normal commercial terms and on terms not more favourable to the Related Parties than those generally available to the public and not to the detriment of the minority shareholders.

Transactions with a Related Party which do not fall within the ambit of the Proposed Shareholders' Mandate shall be subject to the relevant provisions of Chapter 10 of Listing Requirements.

3.2 Class and nature of the Recurrent Transactions for the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions

The Proposed Renewal of Shareholders' Mandate will apply to the following Recurrent Transactions entered into by the TGP Group with the following Related Parties:-

A. RENEWAL OF RECURRENT TRANSACTION

Company Nature of Transactions Related Party *2026 Mandate **2025 Mandate
(A) Estimated Value of transaction pursuant to 2026 Mandate (RM'000) (B) Estimated Value of transaction disclosed in 2025 Mandate (RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
1 Cacao Paramount Sdn. Bhd. (Recipient) Computer rental, stationeries and office supplies paid and payable for the centralised information and services within HTG Group. Hoko Sdn. Bhd. (Provider) 150 150 48 N/A
2 Majulah Koko Tawau Sdn. Bhd. (Recipient) Computer rental, stationeries and office supplies paid and payable for the centralised information and services within HTG Group. Hoko Sdn. Bhd. (Provider) 100 100 12 N/A
3 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Computer rental, stationeries and office supplies paid and payable for the centralised information and services within HTG Group. Hoko Sdn. Bhd. (Provider) 100 100 22 N/A

| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM'000) | (C)
** Deviation between values in (B) and (C)
(%) | |
| 4 | Teck Guan Perdana Berhad (Recipient) | Computer rental, stationeries and office supplies paid and payable for the centralised information and services within HTG Group. | Hoko Sdn. Bhd. (Provider) | 50 | 50 | 7 |
| 5 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of fertilizers, chemicals, parts, consumables, goods, services and transporting charges. | Teck Guan Trading Sdn. Bhd. (Provider) | 300 | 300 | 72 |
| 6 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of general supplies, goods, services and transporting charges. | Teck Guan Trading Sdn. Bhd. (Provider) | 240 | 240 | 68 |
| 7 | Majulah Koko Tawau Sdn. Bhd. (Recipient) | Purchase of general supplies, goods, services and transporting charges. | Teck Guan Trading Sdn. Bhd. (Provider) | 1200 | 1200 | 66 |
| 8 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of fuel, oil, supplies and others. | Teck Guan Sdn. Bhd. (Provider) | 500 | 500 | 116 |
| 9 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of fuel, oil, supplies and others. | Teck Guan Sdn. Bhd. (Provider) | 180 | 180 | 48 |
| 10 | Majulah Koko Tawau Sdn. Bhd. (Recipient) | Purchase of fuel, oil, cocoa beans and supplies. | Teck Guan Sdn. Bhd. (Provider) | 60 | 60 | 1 |
| 11 | Majulah Koko Tawau Sdn. Bhd. (Provider) | Sales of cocoa and chocolate products. | Teck Guan Trading Sdn. Bhd. (Recipient) | 6000 | 6000 | 2490 |
| 12 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Sales of fresh fruit bunches. | Sungai Burung Industries Sdn. Bhd. (Recipient) | 15000 | 10000 | 5441 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM’000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM’000) | (C)
Actual Value transacted pursuant to 2025 Mandate [as at LPD]
(RM’000) | (C)
*** Deviation between values in (B) and (C)
(%) | |
| 13 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Sales of fresh fruit bunches. | Tri-Grow Sdn. Bhd. (Recipient) | 500 | 500 | 139 |
| 14 | Cacao Paramount Sdn. Bhd. (Recipient) | Plantation administration fee pay/payable for provision of centralized plantation management within HTG Group. | Prosperous Sebatik Sdn. Bhd. (Provider) | 48 | 48 | 21 |
| 15 | Cacao Paramount Sdn. Bhd. (Provider) | Rental income receivable on a monthly basis from letting of warehouse and office space located at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 4856 square feet for a period of 3 years commencing from June’ 2025 with an option for tenant to renew. Age of property is 27 years old. | Teck Guan Sdn. Bhd. (Recipient) | 24 | 24 | 11 |
| 16 | Cacao Paramount Sdn. Bhd. (Provider) | Rental income receivable on a monthly basis from letting of warehouse and office space located at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 3196 square feet for a period of 3 years commencing from June’ 2025 with an option for tenant to renew. Age of property is 27 years old. | Atlantica Sdn. Bhd. (Recipient) | 18 | 18 | 7 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM’000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM’000) | (C)
Actual Value transacted pursuant to 2025 Mandate [as at LPD]
(RM’000) | (C)


Deviation between values in (B) and (C)
(%) | |
| 17 | Cacao Paramount Sdn. Bhd. (Provider) | Rental income receivable on a monthly basis from letting of warehouse and office space located at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 3196 square feet for a period of 3 years commencing from June’ 2025 with an option for tenant to renew. Age of property is 27 years old. | Brantian Palm Oil Sdn. Bhd. (Recipient) | 18 | 18 | 7 |
| 18 | Cacao Paramount Sdn. Bhd. (Provider) | Rental income receivable on a monthly basis from letting of warehouse and office space located at Mile 2 Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 3196 square feet for a period of 3 years commencing from June’ 2025 with an option for tenant to renew. Age of property is 27 years old. | Sungai Burung Industries Sdn. Bhd. (Recipient) | 18 | 18 | 7 |
| 19 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Office rental paid/payable on a monthly basis for renting of administration office at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau under title CL105323779 covering an area of 1,150 square feet. | Jolly Land Sdn. Bhd. (Provider) | 9 | 9 | 5 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate [as at LPD]
(RM'000) | (D)
*** Deviation between values in (B) and (C)
(%) | |
| 20 | Majulah Koko Tawau Sdn. Bhd. (Recipient) | Office rental paid/payable on a monthly basis for renting of administration office at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau under title CL105323779 covering an area of 577 square feet. | Jolly Land Sdn. Bhd. (Provider) | 6 | 6 | 3 |
| 21 | Cacao Paramount Sdn. Bhd. (Recipient) | Office rental paid/payable on a monthly basis for renting of administration office at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau under title CL 105323779 covering an area of 1866 square feet. | Jolly Land Sdn. Bhd. (Provider) | 18 | 18 | 7 |
| 22 | Cacao Paramount Sdn. Bhd. (Recipient) | Rental expense payable on monthly basis for renting of land, infrastructures and factory buildings located at Mile 2, Jalan Tanjung Batu, Tawau Sabah, covering an area of 515,750 square feet for a period of 3 years commencing from March’ 2024 to February’ 2027 with an option for tenant to renew. Age of property is 16 years old. | Teck Guan Industries Sdn. Bhd. (Provider) | 2400 | 2400 | 1264 |
| 23 | Cacao Paramount Sdn. Bhd. (Provider) | Sales of crude palm kernel oil and palm kernel expeller. | Teck Guan (China) Ltd. (Recipient) | 480000 | 480000 | 250442 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | |
| --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM'000) | ***
Deviation between values in (B) and (C)
(%) |
| 24 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm kernel and payment of related transporting cost. | Atlantica Sdn. Bhd. (Provider) | 24000 | 24000 |
| 25 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm kernel. | Brantian Palm Oil Sdn. Bhd. (Provider) | 24000 | 24000 |
| 26 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm kernel. | Sungai Burung Industries Sdn. Bhd. (Provider) | 36000 | 36000 |
| 27 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of steam, electricity for factory and office use. | Evergreen Intermerge Sdn. Bhd. (Provider) | 2700 | 2700 |
| 28 | Majulah Koko Tawau Sdn. Bhd. (Recipient) | Purchase of steam and electricity for factory and office use. | Evergreen Intermerge Sdn. Bhd. (Provider) | 21 | 21 |
| 29 | Teck Guan Perdana Berhad (Recipient) | Office rental paid/payable on monthly basis for renting of administration office at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau under title CL 105323779 covering an area of 4,041 square feet. | Jolly Land Sdn. Bhd. (Provider) | 24 | 24 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM'000) | (C)
** Deviation between values in (B) and (C)
(%) | |
| 30 | Cacao Paramount Sdn. Bhd. (Recipient) | Utilities charges paid/payable on monthly basis for tele-communication facilities, electricity and water consumption at administration office rented at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau. | Jolly Land Sdn. Bhd. (Provider) | 15 | 15 | 6 |
| 31 | Majulah Koko Tawau Sdn. Bhd. (Recipient) | Utilities charges paid/payable on monthly basis for tele-communication facilities, electricity and water consumption at administration office rented at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau. | Jolly Land Sdn. Bhd. (Provider) | 20 | 20 | 6 |
| 32 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Utilities charges paid/payable on monthly basis for tele-communication facilities, electricity and water consumption at administration office rented at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau. | Jolly Land Sdn. Bhd. (Provider) | 15 | 15 | 8 |


Company Nature of Transactions Related Party *2026 Mandate(A) Estimated Value of transaction pursuant to 2026 Mandate(RM'000) **2025 Mandate(C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000)
(B) Estimated Value of transaction disclosed in 2025 Mandate(RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
33 Teck Guan Perdana Berhad (Recipient) Utilities charges paid/payable on monthly basis for tele-communication facilities, electricity and water consumption at administration office rented at 318, Teck Guan Regency, Jalan St. Patrick, 91000 Tawau. Jolly Land Sdn. Bhd. (Provider) 12 12 7 N/A
34 Tawau Cocoa Estate Sdn. Bhd. (Provider) Land rental income receivable on a monthly basis from letting of 30 acres more or less of land under title CL 105334996 situated at KM68, Jalan Tawau-Kalabakan, Sungai Sibuku, Brantian, District of Tawau. Period of 3 years commencing from February'24 to January'27. Konsep Muktamad Sdn. Bhd. (Recipient) 99 99 50 N/A
35 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fresh fruit bunches. Konsep Muktamad Sdn. Bhd. (Recipient) 10000 5000 1360 N/A
36 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of palm kernel. Konsep Muktamad Sdn. Bhd. (Provider) 36000 36000 16401 N/A
37 Cacao Paramount Sdn. Bhd. (Provider) Sales of fresh fruit bunches. Prosperous Sebatik Sdn. Bhd. (Recipient) 1800 1800 336 N/A
38 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of palm kernel. Prosperous Sebatik Sdn. Bhd. (Provider) 24000 24000 8214 N/A

| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM’000) |
*2025 Mandate | |
| --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM’000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM’000) | (C)
** Deviation between values in (B) and (C)
(%) |
| 39 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of fertilizers, chemicals, parts and transporting cost. | Prosperous Sebatik Sdn. Bhd. (Provider) | 420 | 420 |
| 40 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of food, beverage, room/hall rental and hotel related services. | Hotel Emas Sdn. Bhd. (Provider) | 48 | 48 |
| 41 | Majulah Koko Tawau Sdn. Bhd. (Recipient) | Purchase of food, beverage, room/hall rental and hotel related services. | Hotel Emas Sdn. Bhd. (Provider) | 9 | 9 |
| 42 | Cacao Paramount Sdn. Bhd. (Provider) | Rental income receivable on a monthly basis from letting of warehouse and office space located at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 3196 square feet for a period of 3 years commencing from June’2025 with an option for tenant to renew. Age of property is 27 years old. | Konsep Muktamad Sdn. Bhd. (Recipient) | 18 | 18 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | |
| --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate [as at LPD]
(RM'000) | ***
Deviation between values in (B) and (C)
(%) |
| 43 | Cacao Paramount Sdn. Bhd. (Provider) | Rental income receivable on a monthly basis from letting of warehouse and office space located at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 3196 square feet for a period of 3 years commencing from June’2025 with an option for tenant to renew. Age of property is 27 years old. | Prosperous Sebatik Sdn. Bhd. (Recipient) | 18 | 18 |
| 44 | Teck Guan Perdana Berhad (Recipient) | Purchase of food, beverage, room/hall rental and hotel related services. | Hotel Emas Sdn. Bhd. (Provider) | 12 | 12 |
| 45 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of fertilizers and transporting charges. | Bestbricks (Sabah) Sdn. Bhd. (Provider) | 60 | 120 |
| 46 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of fertilizers and transporting charges. | Teck Guan Industries Sdn. Bhd. (Provider) | 240 | 240 |
| 47 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Sales of fruits. | Hotel Emas Sdn. Bhd. (Recipient) | 100 | 100 |
| 48 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of food, beverage, room/hall rental and hotel related services. | Hotel Emas Sdn. Bhd. (Provider) | 12 | 12 |
| 49 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of electricity, water, fuel and oil for estate office and labour line. | Konsep Muktamad Sdn. Bhd. (Provider) | 150 | 150 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM'000) | (C)
** Deviation between values in (B) and (C)
(%) | | |
| 50 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Income received or receivable from transporting empty fruit bunches. | Konsep Muktamad Sdn. Bhd. (Recipient) | 3 | 6 | - | N/A |
| 51 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Income received or receivable from transporting empty fruit bunches. | Sungai Burung Industries Sdn. Bhd. (Recipient) | 6 | 12 | - | N/A |
| 52 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchases of store supplies and parts. | Sungai Burung Industries Sdn. Bhd. (Provider) | 60 | 60 | 1 | N/A |
| 53 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Income received or receivable from transporting supplies. | Evergreen Intermerge Sdn. Bhd. (Recipient) | 3 | 3 | - | N/A |
| 54 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Income received or receivable from transporting fresh fruit bunches. | Stellar Energy Sdn. Bhd. (Recipient) | 24 | 24 | - | N/A |
| 55 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of wet cocoa beans @ RM6/kg | Stellar Energy Sdn. Bhd. (Provider) | 15 | 6 | 2 | N/A |
| 56 | Tawau Cocoa Estate Sdn. Bhd. (Provider) | Income received or receivable from transporting fresh fruit bunches. | Ladang Subur Sdn. Bhd. (Recipient) | 24 | 48 | - | N/A |
| 57 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Purchase of roofing materials for maintenance of labour line. | Teck Guan Steel Sdn. Bhd. (Provider) | 18 | 18 | - | N/A |
| 58 | Tawau Cocoa Estate Sdn. Bhd. (Recipient) | Rental charges paid/payable for motor vehicles and equipment on need-to-use basis. | Wise Mission Sdn. Bhd. (Provider) | 100 | 100 | 11 | N/A |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM'000) | (A)
** Deviation between values in (B) and (C)
(%) | |
| 59 | Tawau Cocoa Estate Sdn. Bhd.
(Recipient) | Purchase of consumables and office supplies. | Teck Guan Plantations Sdn. Bhd.
(Provider) | 12 | 12 | - |
| 60 | Tawau Cocoa Estate Sdn. Bhd.
(Provider) | Sales of dried cocoa beans. | Teck Guan Trading Sdn. Bhd.
(Recipient) | 12 | 12 | 3 |
| 61 | Tawau Cocoa Estate Sdn. Bhd.
(Recipient) | Purchase of group accident personal insurance. | Teck Guan Holdings Sdn. Bhd.
(Provider) | 1 | 1 | - |
| 62 | Teck Guan Perdana Berhad
(Recipient) | Purchase of group accident personal insurance. | Teck Guan Holdings Sdn. Bhd.
(Provider) | 1 | 1 | - |
| 63 | Cacao Paramount Sdn. Bhd.
(Recipient) | Purchase of group accident personal insurance. | Teck Guan Holdings Sdn. Bhd.
(Provider) | 3 | 3 | - |
| 64 | Cacao Paramount Sdn. Bhd.
(Recipient) | Purchase of fertilizers. | Bestbricks (Sabah) Sdn. Bhd.
(Provider) | 12 | 12 | - |
| 65 | Cacao Paramount Sdn. Bhd.
(Recipient) | Payment for use of jetty relating to unloading of raw materials and goods. | Teck Guan Industries Sdn. Bhd.
(Provider) | 60 | 60 | - |
| 66 | Cacao Paramount Sdn. Bhd.
(Provider) | Sales of palm kernel expeller. | Sudutjasa Sdn. Bhd.
(Recipient) | 600 | 600 | 196 |
| 67 | Cacao Paramount Sdn. Bhd.
(Recipient) | Rental charges paid/payable for motor vehicles and equipment on need-to-use basis. | Teck Guan Development (Sabah) Sdn. Bhd.
(Provider) | 2 | 2 | - |
| 68 | Majulah Koko Tawau Sdn. Bhd.
(Recipient) | Rental charges paid/payable for motor vehicles and equipment on need-to-use basis. | Teck Guan Development (Sabah) Sdn. Bhd.
(Provider) | 2 | 2 | - |


Company Nature of Transactions Related Party *2026 Mandate(A) Estimated Value of transaction pursuant to 2026 Mandate(RM'000) **2025 Mandate
(B) Estimated Value of transaction disclosed in 2025 Mandate(RM'000) (C) Actual Value transacted pursuant to 2025 Mandate as at LPD *** Deviation between values in (B) and (C)(%)
69 Majulah Koko Tawau Sdn. Bhd. (Provider) Utilities charges receivable on a monthly basis for electricity, tele-communication facilities and water consumption in relation to the letting out of warehouse & office space at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah. Semporna Estate Sdn. Bhd. (Recipient) 20 20 - N/A
70 Cacao Paramount Sdn. Bhd. (Provider) Utilities charges receivable on a monthly basis for electricity, tele-communication facilities and water consumption in relation to the letting out of warehouse & office space at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah. Brantian Palm Oil Sdn. Bhd. (Recipient) 42 42 9 N/A
71 Cacao Paramount Sdn. Bhd. (Provider) Utilities charges receivable on a monthly basis for electricity and water consumption used by refrigerated container at Tanjung Batu Laut, Tawau, Sabah. Teck Guan Trading Sdn. Bhd. (Recipient) 42 42 - N/A
72 Cacao Paramount Sdn. Bhd. (Provider) Utilities charges receivable on a monthly basis for power supply to jetty at Tanjung Batu Laut and supply of office consumables. Teck Guan Industries Sdn. Bhd. (Recipient) 15 15 2 N/A
73 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of fertilizers. Teck Guan Fertilizers Sdn. Bhd. (Provider) 18 18 - N/A

| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | |
| --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate [as at LPD]
(RM'000) | ***
Deviation between values in (B) and (C)
(%) |
| 74 | Cacao Paramount Sdn. Bhd. (Provider) | Sales of fresh fruit bunches. | Utas Sutera Sdn. Bhd. (Recipient) | 360 | 360 |
| 75 | Cacao Paramount Sdn. Bhd. (Provider) | Income receivable from use of weighbridge and shovel. | Prosperous Sebatik Sdn. Bhd. (Recipient) | 60 | 60 |
| 76 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm acid oil, palm oil mill effluent and other palm oil related products for resale and export. | Sungai Burung Industries Sdn. Bhd. (Provider) | 18000 | 36000 |
| 77 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm acid oil, palm oil mill effluent and other palm oil related products for resale and export. | Konsep Muktamad Sdn. Bhd. (Provider) | 18000 | 36000 |
| 78 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm acid oil, palm oil mill effluent and other palm oil related products for resale and export. | Prosperous Sebatik Sdn. Bhd. (Provider) | 9000 | 18000 |
| 79 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm acid oil, palm oil mill effluent and other palm oil related products for resale and export. | Atlantica Sdn. Bhd. (Provider) | 9000 | 18000 |
| 80 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of palm acid oil, palm oil mill effluent and other palm oil related products for resale and export. | Brantian Palm Oil Sdn. Bhd. (Provider) | 9000 | 18000 |
| 81 | Cacao Paramount Sdn. Bhd. (Recipient) | Purchase of fuel and oil. | Bio Resources Sdn. Bhd. (Provider) | 9 | 9 |


| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM'000) |
*2025 Mandate | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM'000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM'000) | (C)


Deviation between values in (B) and (C)
(%) | |
| 82 | Tawau Cocoa Estate Sdn. Bhd.
(Provider) | Income receivable from supplying of labour and estate store consumables. | Ladang Subur Sdn. Bhd.
(Recipient) | 70 | 70 | 16 |
| 83 | Tawau Cocoa Estate Sdn. Bhd.
(Provider) | Income receivable from supplying of labour and estate store consumables. | Stellar Energy Sdn. Bhd.
(Recipient) | 700 | 700 | 149 |
| 84 | Tawau Cocoa Estate Sdn. Bhd.
(Provider) | Income receivable from supplying of labour and estate store consumables. | Sudutjasa Sdn. Bhd.
(Recipient) | 200 | 180 | 100 |
| 85 | Tawau Cocoa Estate Sdn. Bhd.
(Provider) | Income receivable from transporting fresh fruit bunches. | Semporna Estate Sdn. Bhd.
(Recipient) | 6 | 6 | - |
| 86 | Tawau Cocoa Estate Sdn. Bhd.
(Recipient) | Purchase of fertilizers & transporting charges. | Teck Guan Fertilizers Sdn. Bhd.
(Provider) | 1200 | 2400 | 2 |
| 87 | Tawau Cocoa Estate Sdn. Bhd.
(Recipient) | Purchase of fuel and oil and service for motor vehicles. | Syarikat Padi Sawa Sdn. Bhd.
(Provider) | 18 | 18 | 5 |
| 88 | Cacao Paramount Sdn. Bhd.
(Recipient) | Purchase of fuel and oil and service for motor vehicles. | Syarikat Padi Sawa Sdn. Bhd.
(Provider) | 12 | 12 | 1 |
| 89 | Cacao Paramount Sdn. Bhd.
(Recipient) | Purchase of palm kernel. | Teck Guan Plantations Sdn. Bhd.
(Provider) | 24000 | 24000 | 15014 |
| 90 | Cacao Paramount Sdn. Bhd.
(Recipient) | Purchase of palm acid oil, palm oil mill effluent and other palm oil related products for resale and export. | Teck Guan Plantations Sdn. Bhd.
(Provider) | 9000 | 18000 | - |


Company Nature of Transactions Related Party *2026 Mandate **2025 Mandate
(A) Estimated Value of transaction pursuant to 2026 Mandate (RM'000) (B) Estimated Value of transaction disclosed in 2025 Mandate (RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
91 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of insurance on marine cargo, goods in transit, etc. Teck Guan Sdn. Bhd. (Provider) 1200 1200 433 N/A
92 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of insurance on vehicle, plant and machinery, equipment and fire, etc. Utas Sutera Sdn. Bhd. (Provider) 240 240 2 N/A
93 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchase of insurance on vehicle, plant and machinery, equipment and fire, etc. Utas Sutera Sdn. Bhd. (Provider) 20 20 14 N/A
94 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchase of insurance on vehicle, plant and machinery, equipment and fire, etc. TG.Com Sdn. Bhd. (Provider) 20 20 - N/A
95 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchase of insurance on vehicle, plant and machinery, equipment and fire, etc. TG.Com Sdn. Bhd. (Provider) 20 20 1 N/A
96 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of insurance on vehicle, plant and machinery, equipment and fire, etc. TG.Com Sdn. Bhd. (Provider) 240 240 - N/A
97 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchase of insurance on vehicle, fire, etc. Utas Sutera Sdn. Bhd. (Provider) 20 20 - N/A
98 Cacao Paramount Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables. Stellar Energy Sdn. Bhd. (Provider) 60 60 15 N/A
99 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchases of imported spare part & transporting charges. Sungai Burung Industries Sdn. Bhd. (Provider) 10 10 3 N/A

Company Nature of Transactions Related Party *2026 Mandate **2025 Mandate
(A) Estimated Value of transaction pursuant to 2026 Mandate (RM'000) (B) Estimated Value of transaction disclosed in 2025 Mandate (RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
100 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchases of fuel and oil and services for motor vehicle. Syarikat Padi Sawa Sdn. Bhd. (Provider) 60 60 9
101 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchases of fuel and oil. Khas Culture Sdn. Bhd. (Provider) 5 5 -
102 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchases of fuel and oil. Fidelity Nova Sdn. Bhd. (Provider) 400 400 93
103 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables. Branko Sdn. Bhd. (Provider) 2000 1000 428
104 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of fuel and oil. Khas Culture Sdn. Bhd. (Provider) 3 3 -
105 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Hiring of vehicle and general repair for equipment and machinery. Teck Guan Industries Sdn. Bhd. (Provider) 48 48 12
106 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of meal allowance for working and verifying by checker, MSPO staffs and managers. Teck Guan Plantations Sdn. Bhd. (Provider) 6 6 3
107 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of meal allowance for working and verifying by checker, MSPO staffs and managers. Hoko Sdn. Bhd. (Provider) 6 6 1
108 Majulah Koko Tawau Sdn. Bhd. (Recipient) Sales of store supplies and parts. Brantian Palm Oil Sdn. Bhd. (Provider) 60 60 -
109 Cacao Paramount Sdn. Bhd. (Provider) Sales of store supplies and parts. Brantian Palm Oil Sdn. Bhd. (Recipient) 120 120 5

Company Nature of Transactions Related Party *2026 Mandate **2025 Mandate
(A) Estimated Value of transaction pursuant to 2026 Mandate (RM'000) (B) Estimated Value of transaction disclosed in 2025 Mandate (RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
110 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of store supplies and parts. Brantian Palm Oil Sdn. Bhd. (Provider) 120 120 5 N/A
111 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables. Teck Guan Holdings Sdn. Bhd. (Provider) 36 36 7 N/A
112 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general supplies, goods and services. Cahaya Setia Resources Sdn. Bhd. (Provider) 60 60 1 N/A
113 Cacao Paramount Sdn. Bhd. (Provider) Income received from forklift rental. Evergreen Intermerge Sdn. Bhd. (Recipient) 24 24 - N/A
114 Cacao Paramount Sdn. Bhd. (Provider) Income received from storage tank rental. Evergreen Intermerge Sdn. Bhd. (Recipient) 600 600 - N/A
115 Teck Guan Perdana Berhad (Recipient) Interest paid from advances from holdings company. HTG Holdings Sdn. Bhd. (Provider) 1200 1200 392 N/A
116 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fresh fruit bunches. Teck Guan Plantations Sdn. Bhd. (Recipient) 2500 2500 1032 N/A
117 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables. Teck Guan Plantations Sdn. Bhd. (Provider) 1000 1000 190 N/A
118 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fresh fruit bunches. Atlantica Sdn. Bhd. (Recipient) 2000 2000 - N/A

Company Nature of Transactions Related Party *2026 Mandate **2025 Mandate
(A) Estimated Value of transaction pursuant to 2026 Mandate (RM'000) (B) Estimated Value of transaction disclosed in 2025 Mandate (RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
119 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables. Andum Sdn. Bhd. (Provider) 1000 1000 318 N/A
120 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables. Happy Valley Sdn. Bhd. (Provider) 200 200 55 N/A
121 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchase of general supplies, goods and services. Cahaya Setia Resources Sdn. Bhd. (Provider) 50 50 9 N/A
122 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchase of fertilizers & transporting charges. Evergreen Intermerge Sdn. Bhd. (Provider) 2400 2400 882 N/A
123 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of fertilizers. Evergreen Intermerge Sdn. Bhd. (Provider) 24 24 6 N/A
124 Majulah Koko Tawau Sdn. Bhd. (Provider) Service provided - Courier service. Sunrise Icon Sdn. Bhd. (Recipient) 5 5 - N/A
125 Majulah Koko Tawau Sdn. Bhd. (Provider) Service provided - Courier service. Evergreen Intermage Sdn. Bhd. (Recipient) 5 5 3 N/A
126 Cacao Paramount Sdn. Bhd (Recipient) Purchase of palm kernel expeller and palm products. PT Teckno Dua Indonesia (Provider) 30000 56430 - N/A
127 Cacao Paramount Sdn. Bhd (Recipient) Purchase palm products. Teck Guan (China) Ltd (Provider) 120000 219780 - N/A

Company Nature of Transactions Related Party *2026 Mandate(A) Estimated Value of transaction pursuant to 2026 Mandate(RM'000) **2025 Mandate(C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000)
(RM'000) (RM'000) (C) (RM'000) *** Deviation between values in (B) and (C) (%)
128 Cacao Paramount Sdn. Bhd (Provider) Sales of palm products. Teck Guan (China) Ltd (Recipient) 180000 219780 - N/A
129 Tawau Cocoa Estate Sdn. Bhd. (Provider) Café rental income – Location at CL105312703, Quoin Hill for RM1,200 per month. Stellar Domain Sdn. Bhd. (Recipient) 15 15 8 N/A
130 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply labour and store consumables and transporting charges, etc. Stellar Energy Sdn. Bhd. (Provider) 100 20 20 N/A
131 Tawau Cocoa Estate Sdn. Bhd. (Provider) Income receivable from supplying labour and estate store consumables and etc. Teck Guan Development (Sabah) Sdn. Bhd. (Recipient) 24 24 3 N/A
132 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of supply labour and store consumables, etc. Semporna Estate Sdn. Bhd. (Provider) 36 36 - N/A
133 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of transporting charges, etc. Teck Guan Plantations Sdn. Bhd. (Provider) 48 48 18 N/A
134 Majulah Koko Tawau Sdn. Bhd. (Provider) Utilities charges receivable. Teck Guan Industries Sdn. Bhd. (Recipient) 10 10 - N/A
135 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchase of general supplies, goods and service. Teck Guan Industries Sdn. Bhd. (Provider) 20 20 3 N/A
136 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchase of general supplies, goods and service. Cahaya Setia Resources Sdn. Bhd. (Provider) 10 10 1 N/A

Company Nature of Transactions Related Party *2026 Mandate(A) Estimated Value of transaction pursuant to 2026 Mandate(RM'000) **2025 Mandate(C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000)
(B) Estimated Value of transaction disclosed in 2025 Mandate(RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
137 Majulah Koko Tawau Sdn. Bhd. (Provider) Sales of Hoko products and cocoa powder and etc. Stellar Domain Sdn. Bhd. (Recipient) 30 30 1 N/A
138 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchase of group accident personal insurance and utilities charges receivable. Teck Guan Holding Sdn. Bhd. (Provider) 10 10 - N/A
139 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fruits Stellar Domain Sdn. Bhd. (Recipient) 50 20 4 N/A
140 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of cocoa beans Stellar Domain Sdn. Bhd. (Recipient) 50 50 2 N/A
141 Tawau Cocoa Estate Sdn. Bhd. (Provider) Income receivables from supplying of labour and estate store consumables, etc. Stellar Domain Sdn. Bhd. (Recipient) 700 700 282 N/A
142 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of transporting charges, etc. Branko Sdn. Bhd. (Provider) 30 30 12 N/A
143 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of supply of labour and estate store consumables and transporting, etc. Sudutjasa Sdn. Bhd. (Provider) 500 200 203 2%R1
144 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fruits Branko Sdn. Bhd. (Recipient) 200 100 2 N/A
145 Cacao Paramount Sdn. Bhd. (Provider) Sales of palm kernel expeller Teck Guan Fertilizer Sdn. Bhd. (Recipient) 2400 2400 - N/A
146 Cacao Paramount Sdn. Bhd. (Provider) Income received from tank storage fees and handling charges, etc. Prosperous Sebatik Sdn. Bhd. (Recipient) 150 150 80 N/A

Company Nature of Transactions Related Party *2026 Mandate **2025 Mandate
(A) Estimated Value of transaction pursuant to 2026 Mandate (RM'000) (B) Estimated Value of transaction disclosed in 2025 Mandate (RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
147 Majulah Koko Tawau Sdn. Bhd. (Recipient) Purchase of imported spare parts and transporting charges Cahaya Bumijasa Sdn. Bhd. (Provider) 20 20 - N/A
148 Teck Guan Perdana Berhad (Recipient) Purchase of public liability and fidelity guarantee insurance Utas Sutera Sdn. Bhd. (Provider) 1 1 - N/A
149 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general store supplies, parts and services Cahaya Bumijasa Sdn. Bhd. (Provider) 120 120 - N/A
150 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchase of fertilizers Cahaya Bumijasa Sdn. Bhd. (Provider) 500 1000 - N/A
151 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Purchase of fuel and oil and service for motor vehicle Khas Culture Sdn. Bhd. (Provider) 10 10 - N/A
152 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of meal allowance claims for employees during site visits Jolly Land Sdn. Bhd. (Provider) 2 2 - N/A
153 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fruits Teck Guan Sdn. Bhd. (Recipient) 100 12 29 142%R2
154 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of meal allowance claims for employees during site visits Teck Guan Industries Sdn. Bhd. (Provider) 3 3 - N/A
155 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment for supply labour and store and etc. Sungai Burung Industries Sdn. Bhd (Provider) 10 10 1 N/A
156 Tawau Cocoa Estate Sdn. Bhd. (Provider) Income receivables from supplying labour and etc. Konsep Muktamad Sdn. Bhd. (Recipient) 40 15 18 20%R3

Company Nature of Transactions Related Party *2026 Mandate(A) Estimated Value of transaction pursuant to 2026 Mandate(RM'000) **2025 Mandate(C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000)
(B) Estimated Value of transaction disclosed in 2025 Mandate(RM'000) (C) Actual Value transacted pursuant to 2025 Mandate [as at LPD] (RM'000) *** Deviation between values in (B) and (C) (%)
157 Majulah Koko Tawau Sdn. Bhd. (Provider) Income receivables from the provision of courier services Atlantica Sdn. Bhd. (Recipient) 10 10 - N/A
158 Majulah Koko Tawau Sdn. Bh. (Recipient) Rental charges paid payable for motor vehicles and equipment on need-to-use basis Evergreen Intermerge Sdn. Bhd. (Provider) 15 15 7 N/A
159 Cacao Paramount Sdn. Bhd. (Provider) Rental income receivables on monthly basis from letting of warehouse and office space located at Mile 2, Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 3196 square feet for a period 3 years commencing from June'25 with an option for tenant to renew. Age of property is 27 years old. Teck Guan Plantations Sdn. Bhd. (Recipient) 18 18 7 N/A
160 Cacao Paramount Sdn. Bhd. (Recipient) Rental Charges paid payable for motor vehicles and equipment on need-to-use basis Wise Mission Sdn. Bhd. (Provider) 10 10 - N/A
161 Cacao Paramount Sdn. Bhd. (Recipient) Rental charges paid payable for motor vehicles and equipment on need-to-use basis Atlantica Sdn. Bhd. (Provider) 10 10 - N/A
162 Cacao Paramount Sdn. Bhd. (Recipient) Payment for supply of labour and factory/estate store consumables Konsep Muktamad Sdn. Bhd. (Provider) 30 30 1 N/A
163 Cacao Paramount Sdn. Bhd. (Recipient) Payment for supply of labour and factory/estate store consumables Teck Guan Trading Sdn. Bhd. (Provider) 60 60 16 N/A

| Company | Nature of Transactions | Related Party | 2026 Mandate
(A)
Estimated Value of transaction pursuant to 2026 Mandate
(RM’000) |
2025 Mandate | |
| --- | --- | --- | --- | --- | --- |
| | | | (B)
Estimated Value of transaction disclosed in 2025 Mandate
(RM’000) | (C)
Actual Value transacted pursuant to 2025 Mandate
[as at LPD]
(RM’000) | ***
Deviation between values in (B) and (C)
(%) |
| 164 | Majulah Koko Tawau Sdn. Bhd.
(Recipient) | Export sales commission for cocoa powder & Hoko products | Teck Guan Trading Sdn. Bhd.
(Provider) | 500 | 500 |
| 165 | Cacao Paramount Sdn. Bhd.
(Recipient) | Material supply, repair and maintenance work & etc. | Teck Guan Development
(Sabah) Sdn. Bhd.
(Provider)* | 2000 | 3000 |


B. ADDITIONAL RECURRENT TRANSACTION

Company Nature of Transactions Related Party *2026 Mandate
(A) Estimated Value of transactions pursuant to 2026 Mandate (RM'000)
1 Tawau Cocoa Estate Sdn. Bhd. (Provider) Rental charged for labour quarters Stellar Energy Sdn. Bhd. (Recipient) 6
2 Tawau Cocoa Estate Sdn. Bhd. (Provider) Rental charged for labour quarters Sudutjasa Sdn. Bhd. (Recipient) 6
3 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Supply of materials and etc. Universal Province Sdn. Bhd. (Provider) 1000
4 Tawau Cocoa Estate Sdn. Bhd. (Provider) Supply of oil palm seedlings Melur Beribu Sdn. Bhd. (Recipient) 1300
5 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Payment of supply gravel stone Teck Guan Industries Sdn. Bhd. (Provider) 50
6 Tawau Cocoa Estate Sdn. Bhd. (Recipient) Sales of fruits Branko Sdn. Bhd. (Provider) 200
7 Cacao Paramount Sdn. Bhd. (Provider) Rental income receivable on a monthly basis from letting part of the warehouse located at mile 2 Jalan Tanjung Batu Laut, Tawau, Sabah, covering an area of 300 square feet for period of 3 years commencing from Nov' 2025 with an option for tenant to renew. Teck Guan Trading Sdn. Bhd. (Recipient) 12
8 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general store supplies, parts and service Atlantica Sdn. Bhd. (Provider) 60
9 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general store supplies, parts and service Konsep Muktamad Sdn. Bhd. (Provider) 60
10 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general store supplies, parts and service Prosperous Sebatik Sdn. Bhd.-POM (Provider) 60
11 Cacao Paramount Sdn. Bhd. (Provider) Sales of general store supplies, parts and service Atlantica Sdn. Bhd. (Recipient) 60
12 Cacao Paramount Sdn. Bhd. (Provider) Sales of general store supplies, parts and service Konsep Muktamad Sdn. Bhd. (Recipient) 60
13 Cacao Paramount Sdn. Bhd. (Provider) Sales of general store supplies, parts and service Prosperous Sebatik Sdn. Bhd.-POM (Recipient) 60

Company Nature of Transactions Related Party *2026 Mandate
(A) Estimated Value of transactions pursuant to 2026 Mandate (RM'000)
14 Cacao Paramount Sdn. Bhd. (Provider) Sales of general store supplies, parts and service Sungai Burung Industries Sdn. Bhd. (Recipient) 60
15 Cacao Paramount Sdn. Bhd. (Recipient) Payment for supply of labour and estate store consumables Ladang Subur Sdn. Bhd. (Provider) 60
16 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general supplies, goods and service Teck Guan Industries Sdn. Bhd. (Provider) 60
17 Cacao Paramount Sdn. Bhd. (Recipient) Purchase of general supplies, goods and service Teck Guan Plantations Sdn. Bhd. (Provider) 60
18 Cacao Paramount Sdn. Bhd. (Provider) Sales of general supplies, goods and service Teck Guan Plantations Sdn. Bhd. (Recipient) 60
19 Tawau Cocoa Estate Sdn. Bhd. (Provider) Income received from electricity chargers on labour quarters, etc. Sudutjasa Sdn. Bhd. (Recipient) 5
20 Tawau Cocoa Estate Sdn. Bhd. (Provider) Income received from electricity chargers on labour quarters, etc. Stellar Energy Sdn. Bhd. (Recipient) 5
21 Tawau Cocoa Estate Sdn. Bhd. (Provider) Sales of fruits Crystal Tower Shipping Sdn. Bhd. (Recipient) 150
22 Tawau Cocoa Estate Sdn. Bhd. (Recipient) To construct and repair for estate building Teck Guan Development (Sabah) Sdn. Bhd. (Provider) 2,000

Notes:
* 2026 Mandate – The estimated aggregate values of transactions for the period from the conclusion of the forthcoming $32^{nd}$ AGM of the Company until the conclusion of the next AGM of the Company in 2027 based on information available at the time of estimations. Due to the nature of transactions, the actual value may vary from the estimated value disclosed above.
** 2025 Mandate – The estimated value of transactions for the period from the conclusion of the $31^{st}$ AGM of the Company held on 26 June 2025 until the conclusion of the forthcoming $32^{nd}$ AGM of the Company in which the mandate has been obtained in the $31^{st}$ AGM.
*** Deviation where the Actual Value (C) exceeds the Estimated Value (B) by 10% or more.
R1 Reason for deviation: The increase in additional expenses was in line with the setup of the new palm plantation nursery unit.
R2 Reason for deviation: The increase in fruit sales was driven by higher production and increase in customer demand.
R3 Reason for deviation: The increase was mainly driven by additional transport services provided to meet the rising demand for EFB supply from Konsep Muktamad Sdn. Bhd., to estates.


Information on Related Parties

Principal Activities of the Related Parties

Related Party Principal Activities
Andum Sdn. Bhd. Operation of an oil palm plantation.
Atlantica Sdn. Bhd. Operation of a palm oil mill.
Bestbricks (Sabah) Sdn. Bhd. Operation of a limestone quarry processing, grinding and repacking factory and trading of fertilizer.
Bio-Resources Sdn. Bhd. Operation of petrol and services station, along with the provision of general insurance products.
Branko Sdn. Bhd. Operation of oil palm plantation.
Brantian Palm Oil Sdn. Bhd. Operation of a palm oil mill.
Cahaya Bumijasa Sdn. Bhd. Generation and supply of heat energy and electricity.
Cahaya Setia Resources Sdn. Bhd. Wholesale and retail of a variety of goods without any particular specialisation N.E.C.
Crystal Tower Shipping Sdn. Bhd. Shipping agency services
Evergreen Intermerge Sdn. Bhd. To carry on any business from time to time which may be deemed expedient and beneficial to the company and which may be advantageously carried on by the company
Fidelity Nova Sdn. Bhd. Trading of Diesoline and Transportation of Petroleum.
Happy Valley Sdn. Bhd. Operation of oil palm plantation.
Hoko Sdn. Bhd. Provision of financial and administration services.
Hotel Emas Sdn. Bhd. Operation of a hotel; general trading of wholesale and retails including but not limited to food & beverages, fruits, household items souvenirs, sundries goods, skip tanks, and etc.
HTG Holdings Sdn. Bhd. Investment holding.
Jolly Land Sdn. Bhd. Letting of commercial property; provision of maintenance services.
Khas Culture Sdn. Bhd. Operation of a petrol station, retail of control goods, rice, sugar, flour and cooking oil.
Konsep Muktamad Sdn. Bhd. Operation of oil palm plantation, a palm oil mill and trading in fertilizers.
Ladang Subur Sdn. Bhd. Operation of oil palm plantation.
Melur Beribu Sdn. Bhd. Operation of an oil palm plantation.
Prosperous Sebatik Sdn. Bhd. Operation of an oil palm plantations and a palm oil mill.
PT Teckno Dua Indonesia Operation of palm oil-based refinery.
Semporna Estate Sdn. Bhd. Operation of oil palm estates and the production and sale of bird nest.
Stellar Domain Sdn. Bhd. Operation a gift and souvenir outlet, a restaurant and coffee house.
Stellar Energy Sdn. Bhd. Operation of oil palm plantation and cocoa plantation.
Sunrise Icon Sdn. Bhd. Investment holding.
Sudutjasa Sdn. Bhd. Operation of oil palm plantation and cattle farming.
Sungai Burung Industries Sdn. Bhd. Operation of a palm oil mill.
Syarikat Padi Sawa Sdn. Bhd. Operation of a petrol service station, retail of control goods, rice, sugar, flour and cooking oil.
Teck Guan (China) Ltd. Operation of oleo chemical plant.
Teck Guan Development (Sabah) Sdn. Bhd. Property development, building construction and trading in quoted shares.
Teck Guan Fertilizers Sdn. Bhd. Wholesale, retail, import, export and transport of all types of fertilizers and chemicals.

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Teck Guan Holdings Sdn. Bhd. Investment holding and operation of oil palm plantations.
Teck Guan Industries Sdn. Bhd. Manufacturing of brick, limestones processing and jetty operation.
Teck Guan Plantations Sdn. Bhd. Operation of oil palm plantations, a palm oil mill and property development.
Teck Guan Sdn. Bhd. Export of plantation produce, insurance agencies, operation of petrol station and trading of fuel and oil.
Teck Guan Steel Sdn. Bhd. Manufacture and trading in barbed, galvanised and mesh wires and steel products.
Teck Guan Trading Sdn. Bhd. Wholesale, retail, import, export and transportation of hardwares, engineering goods, building materials, sundry goods, agricultural products, fertilizers, chemicals consumer products and pesticide/agrochemical. Wholesale & retail, import, export and transportation of rice.
TG.Com Sdn. Bhd. General Insurance Agency.
Tri-Grow Sdn. Bhd. Trading of oil palm fresh fruit bunches.
Universal Province Operation of an oil palm plantation; wholesale, retail, import and export of all types of fertilizers.
Utas Sutera Sdn. Bhd. Operation of oil palm fresh fruit bunches collecting centre and operation of an insurance agency.
Wise Mission Sdn. Bhd. Operation of oil palm plantation and hiring of plantation machinery, equipment and facilities.

The direct and indirect interests of each of the Directors of the Company in HTG as at 1st May 2026

Direct Indirect
Number of 10% cumulative preference shares Number of 10% cumulative preference shares
Datuk Hong Ngit Ming 100,000 -
Wong Peng Mun - -
Hong Kun Yee - -
Fung Hiuk Bing - -
Noor Fazarina Binti Tahah
Connie Wong Jiin Yee - -

The Directors of the Company do not hold any ordinary shares in HTG.

The equity interest of HTG in the Related Parties as at 1st May 2026

  1. Andum Sdn. Bhd. is 70% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  2. Atlantica Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  3. Bestbricks (Sabah) Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  4. Bio-Resources Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  5. Branko Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  6. Brantian Palm Oil Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  7. Cahaya Bumijasa Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd., Teck Guan Holdings Sdn. Bhd., is 100% owned by HTG.

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  1. Cahaya Setia Resources Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  2. Crystal Tower Shipping Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  3. Evergreen Intermerge Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  4. Fidelity Nova Sdn. Bhd. is 70% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  5. Happy Valley Plantation Sdn. Bhd. is 50.50% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  6. Hoko Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  7. Hotel Emas Sdn. Bhd. is 40% owned by Teck Guan Holdings Sdn. Bhd. and 60% owned by HTG. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  8. Jolly Land Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  9. Khas Culture Sdn. Bhd. is 70% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  10. Konsep Muktamad Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  11. Ladang Subur Sdn. Bhd. is 50% owned by Teck Guan Holdings Sdn. Bhd. and 50% owned by Datuk Hong Ngit Ming. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  12. Melur Beribu Sdn. Bhd. is 51% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  13. PT Teckno Dua Indonesia is 30% owned by Dura Pisifera Sdn. Bhd. and 70% owned by Sunrise Icon Sdn. Bhd. Dura Pisifera Sdn. Bhd. and Sunrise Icon Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holding Sdn. Bhd. is 100% owned by HTG.
  14. Prosperous Sebatik Sdn. Bhd. is 100% owned by HTG.
  15. Semporna Estate Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  16. Stellar Domain Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holding Sdn. Bhd. is 100% owned by HTG.
  17. Stellar Energy Sdn. Bhd. is 100% owned by Teck Guan Resources Sdn. Bhd. which in turn is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  18. Sudutjasa Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  19. Sunrise Icon Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holding Sdn. Bhd. is 100% owned by HTG.
  20. Sungai Burung Industries Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  21. Syarikat Padi Sawa Sdn. Bhd. is 70% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  22. Teck Guan (China) Ltd. is 100% owned by Teck Guan Harmony Sdn. Bhd. Teck Guan Harmony Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. which is 100% owned by HTG.
  23. Teck Guan Development (Sabah) Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  24. Teck Guan Fertilizers Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  25. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  26. Teck Guan Industries Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.

  1. Teck Guan Plantations Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  2. Teck Guan Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  3. Teck Guan Steel Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  4. Teck Guan Trading Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  5. TG.Com Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  6. Tri-Grow Sdn. Bhd. is 99.9987% owned by Teck Guan Holdings Sdn. Bhd. and 0.0003% owned by HTG. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  7. Universal Province Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  8. Utas Sutera Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.
  9. Wise Mission Sdn. Bhd. is 100% owned by Teck Guan Holdings Sdn. Bhd. Teck Guan Holdings Sdn. Bhd. is 100% owned by HTG.

3.3 Details on the Related Parties

The interest of the Related Parties in each of the Recurrent Transactions are similar and are as follows:

Datuk Hong Ngit Ming, by virtue of his directorship and indirect interest in shares of TGP and being a Director of HTG, which is the holding company of TGP, is deemed interested in the Recurrent Transactions. HTG is the holding company or ultimate holding company of the Related Party and is therefore deemed a person connected to the Director of TGP. Accordingly, Datuk Hong Ngit Ming and Ms. Hong Kun Yee, the person deemed connected to Datuk Hong Ngit Ming by virtue of being his daughter, have and will abstain from all board deliberations and voting at meetings of the Board of TGP on matters relating to the Recurrent Transactions and on the resolution approving the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions at the forthcoming 32nd AGM.

HTG is a major shareholder of TGP and hence, HTG will abstain from deliberation and voting on the resolution approving the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions at the forthcoming 32nd AGM.

3.4 Disclosure of Related Party Transactions

Disclosure will be made in the annual report of the Company of the aggregate value of the Recurrent Transactions conducted pursuant to the renewed and additional Shareholders' Mandate in respect of the Proposed Shareholders' Mandate (if approved) during the current financial year, and in the annual reports for the subsequent financial years during which a Shareholders' Mandate is in force. In making such disclosure, a breakdown will be provided of the aggregate value of the Recurrent Related Party Transactions conducted pursuant to the renewed and additional Shareholders' Mandate in respect of the Proposed Shareholders' Mandate during the current financial year, amongst others, based on the following:

(a) the type of the Recurrent Related Party Transactions made; and
(b) the names of the Related Parties involved in each type of Recurrent Related Party Transaction and their relationship with the Company, or the relevant subsidiary or holding company, as the case may be.


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3.5 Rationale for the Recurrent Transactions

The Recurrent Transactions of which were entered into or to be entered into by the TGP Group are in the ordinary course of business. The Recurrent Transactions are made on arms-length basis which are fair and reasonable and on terms no more favourable to the Related Party than those generally available to the public. It is envisaged that in the normal course of their business, transactions between companies in the TGP Group and the Related Party are likely to occur from time to time and it may be impracticable to seek shareholders’ approval on a case-by-case basis before entering into such related party transactions.

With the Shareholders’ Mandate and the renewal of the same on an annual basis in place, separate general meetings would not be necessary to be convened to seek shareholders’ approval as and when Related Party Transactions occur. This would substantially reduce administrative time, inconvenience and expenses associated with the convening of such meetings on an ad-hoc basis, and allow manpower resources and time to be channelled towards attaining corporate objectives.

Hence, the Board is seeking approval from shareholders on the Proposed Renewal of Shareholders’ Mandate and Shareholders’ Mandate for Additional Recurrent Transactions for the respective Recurrent Transactions as described in Paragraph 3.2 above.

3.6 Benefits of the Recurrent Transactions

Generally, the Recurrent Transactions provide the TGP Group with an effective network of support to its operational needs which brings about operational benefits in terms of overall effectiveness and efficiency. The Recurrent Transactions are intended to enhance the TGP Group’s ability to pursue business opportunities which are time sensitive in nature.

3.7 Methods and procedures of determining prices of Recurrent Transactions

Generally, the prices, terms and conditions of the Recurrent Transactions are based on market rates, the availability of the amount/resources to be transacted and negotiated on a willing buyer willing seller basis.

The following internal review procedures, of which are in place, have been established to ensure that the Recurrent Transactions are undertaken on arms-length basis and on terms not more favourable to the Related Party than those generally available to the public and are not detrimental to the minority shareholders:

(i) Any tender, quotation or contract received from or proposed to be entered into with a Related Party will not be approved unless the pricing of the TGP Group for services, products and materials and/or equipment to be provided or supplied and/or received or purchased is determined in accordance with the Group’s usual business practices and policies;

(ii) A list of the Related Party mandated pursuant to the Proposed Renewal of Shareholders’ Mandate and Shareholders’ Mandate for Additional Recurrent Transactions will be circulated within the TGP Group with notification that all Recurrent Transactions are required to be undertaken on arms-length basis and on normal commercial terms of which are not more favourable to the Related Party than those generally available to the public. The Company will also maintain a record of Recurrent Transactions carried out pursuant to the Proposed Renewal of Shareholders’ Mandate and Shareholders’ Mandate for Additional Recurrent Transactions. The TGP’s internal audit plan will incorporate a review of the record in respect of the transactions entered into during the year;


(iii) A listing will be maintained by the TGP Group to capture all Recurrent Transactions which are entered into. A register will be kept by TGP to keep track on the appointment of Directors in TGP and its subsidiaries and the Major Shareholders of TGP and its subsidiaries. Additionally, the register will serve to capture the immediate disclosure required from the Directors of TGP’s subsidiaries on any interests in a corporation/partnership. The respective management teams of the subsidiaries are required to update TGP on a monthly basis;

(iv) The shareholding interest of the Related Party will be monitored continuously. Any changes in the shareholdings of the Related Party will be duly notified to the respective subsidiary companies;

(v) The Recurrent Transactions will be reviewed quarterly by the management of the TGP Group and subsequently tabled for the Audit & Risk Management Committee’s quarterly review and noting;

(vi) The TGP’s internal audit plan shall include a review of the Recurrent Transactions entered into pursuant to the Proposed Renewal of Shareholders’ Mandate and Shareholders’ Mandate for Additional Recurrent Transactions. The Board and the Audit & Risk Management Committee shall review the internal audit reports to ascertain that the review procedures established to monitor the Recurrent Transactions have been complied with. In the event the Audit & Risk Management Committee considers certain guidelines and procedures to be insufficient to ensure that the Recurrent Transactions are in normal commercial terms and/or the transaction is detrimental to the minority shareholders, the Audit & Risk Management Committee would report to the Board to decide on the necessary course of action;

(vii) If a member of the Board or the Audit & Risk Management Committee has an interest in the transaction to be reviewed by the Board or the Audit & Risk Management Committee as the case may be, he will abstain from any decision making by the Board or the Audit & Risk Management Committee in respect of the transaction; and

(viii) The Recurrent Transactions between the TGP Group and the Related Party have been and will be disclosed in TGP’s Annual Report.

There are no members of the Audit & Risk Management Committee who are interested in the Recurrent Transaction as described in Paragraph 3.2 above.

At least 2 other contemporaneous transactions with unrelated third parties for similar products/services and/or quantities will be used as comparison, wherever possible, to determine whether the price and terms offered to/by the related parties are fair and reasonable and comparable to those offered to/by other unrelated third parties for the same or substantially similar types of products/services and/or quantities. In the event the quotation or comparative pricing from unrelated third parties cannot be obtained (for instance, if there are no unrelated third party vendors/customers of similar products or services, or if the product/service is a proprietary item), the transaction price will be determined by those offered by/to other unrelated parties for substantially similar type of transactions and approved by the Board to ensure that the Recurrent Related Party Transactions are not detrimental to the Group.

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3.8 Threshold for approval of Recurrent Related Party Transactions

To ensure that the RRPTs are undertaken on terms not more favourable to the Related Parties than those generally available to the public and not to the detriment of the minority shareholders, the Board of Directors has put in place the following procedures:

i. There is no specific threshold for approval of RRPTs within the Teck Guan Group. The Board and the Audit & Risk Management Committee may, as they deem fit, request for additional information on the transaction under review from independent sources or adviser, including valuations from independent professional valuers. The Audit & Risk Management Committee may when necessary direct the Internal Audit Department to conduct and verify prices of transactions to ensure that they are determined by market forces, under similar commercial terms for transactions with third parties; and

ii. Disclosure will be made in the Annual Report of the Company of the breakdown of the aggregate value of RRPT undertaken during the financial year to which the Annual Report relates.

3.9 The outstanding amount due/owing to the Group by Related Parties pursuant to Recurrent Related Party Transactions

The outstanding amount due/owing to the Group by Related Parties pursuant to the Recurrent Related Party Transactions as at the end of the last financial year ended 31 January 2026 is as follows:

Amount due from Subsidiary Companies

Company 0 < 1 year 1 < 3 years 3 < 5 years Total
Principal (RM) Interest (RM) Principal (RM) Interest (RM) Principal (RM) Interest (RM)
Tawau Cocoa Estate Sdn. Bhd. 50,000.00 144,234.02 1,700,000.00 - 15,900,000.00 - 17,794,234.02
Majulah Koko Tawau Sdn. Bhd. 20,007.20 - - - - - 20,007.20

Amount due to Related Companies and Holding Company

Company 0 < 1 year 1 < 3 years 3 < 5 years Total
Principal (RM) Interest (RM) Principal (RM) Interest (RM) Principal (RM) Interest (RM)
Related Companies
Hotel Emas Sdn. Bhd. 2,475.00 - - - - - 2,475.00
Hoko Sdn. Bhd. 2,036.13 - - - - - 2,036.13
Jolly Land Sdn. Bhd. 2,570.00 - - - - - 2,570.00
Teck Guan Sdn. Bhd. 250.00 - - - - - 250.00
Holding Company
HTG Holdings Sdn. Bhd. - 49,010.22 7,500,000.00 - 4,500,000.00 - 12,049,010.22

Amounts due from/to Subsidiary Companies are unsecured, bear interest at rates ranging from 4.79% to 5.04% (2025: 5.04%) per annum and are repayable on demand. Amounts due to Related Companies are unsecured, non-interest bearing and are repayable on demand.

The outstanding balances arise from RRPTs carried out in the ordinary course of business, and include advances and intercompany charges. Late payment charges, where applicable, are imposed in accordance with credit terms, and may be waived due to extended terms or at the Group's discretion.

The Company has issued a notice to Tawau Cocoa Estate Sdn. Bhd. to recover the outstanding amount of RM17,794,234.02. The Board is of the view that the amount remains recoverable within five (5) years, and recovery efforts are ongoing.

3.10 Statement by the Audit & Risk Management Committee

The Audit & Risk Management Committee of the Company has seen and reviewed the procedures mentioned in Section 3.7 above and is satisfied that:-

(i) the Group has in place adequate procedures and processes to monitor, track and identify Recurrent Related Party Transactions in a timely and orderly manner, and that these procedures and processes are reviewed annually; and
(ii) the procedures above are sufficient to ensure that the terms of the Recurrent Related Party Transactions are fair, reasonable and on normal commercial terms; are not more favourable to the Related Party than those generally available to the public; are not detrimental to minority shareholders and are in the best interest of the Group.

As at the date of this Circular, the composition of the Audit & Risk Management Committee is as follows:

a) Ms. Noor Fazarina Binti Tahah (Committee Chairperson, Independent Non-Executive Director)
b) Mr. Fung Hiuk Bing (Non-Independent Non-Executive Director)
c) Ms. Connie Wong Jiin Yee (Independent Non-Executive Director)

3.11 Effects of the Proposed Shareholders' Mandate

The Proposed Shareholders' Mandate, if approved, will not have any financial effects on the share capital and major shareholders' shareholdings of TGP and is not expected to have a material effect on the earnings or the net tangible assets of TGP Group.

4.0 MAJOR SHAREHOLDERS' AND DIRECTORS' INTEREST

Datuk Hong Ngit Ming, by virtue of his directorship and indirect interest in shares of TGP and being a Director of HTG, which is the holding company of TGP, is deemed interested in the Recurrent Transactions.

HTG is the holding company or ultimate holding company of the Related Parties and is therefore deemed a person connected to the Director of TGP and accordingly shall abstain from voting in respect of its direct and indirect interests on the resolution approving the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions at the forthcoming 32nd AGM.

Accordingly, Datuk Hong Ngit Ming and Ms. Hong Kun Yee, the person deemed connected to Datuk Hong Ngit Ming by virtue of being his daughter, have and will abstain from all board deliberations and voting at meetings of the Board of TGP on matters relating to the Recurrent Transactions and will abstain from voting in respect of their direct and/or indirect shareholdings on the resolution approving the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions at the forthcoming 32nd AGM.

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Save as aforesaid, none of the Directors and Major shareholders and/or persons connected to them has any interest in the related party transactions in regards to the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions.

The abovementioned parties have also undertaken to ensure that the persons connected to them will abstain from voting on the resolution, deliberating or approving the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions.

5.0 INTEREST OF DIRECTORS AND MAJOR SHAREHOLDERS

According to the Register of Directors' and Register of Substantial Shareholders' shareholdings as at 1st May 2026, the direct and indirect interests of the interested Directors and Major Shareholders of TGP are as follows:

Direct Indirect
No. of Shares % No. of Shares %
Directors
Datuk Hong Ngit Ming - - 25,978,182* 64.79
Ms. Hong Kun Yee - - - -
Major Shareholder
HTG Holdings Sdn. Bhd. 23,976,982 59.80 2,001,200** 4.99

Notes:
* Deemed interested by virtue of his indirect interests in the shares held by HTG
** Deemed interested by virtue of shares held by Teck Guan Development (Sabah) Sdn. Bhd., a subsidiary of HTG Holdings Sdn. Bhd.

6.0 FURTHER INFORMATION

Shareholders are requested to refer to Appendix I for further information.

7.0 APPROVALS REQUIRED

The Proposed Shareholders' Mandate is subject to the approval of the shareholders of TGP at the forthcoming 32nd AGM to be convened.

8.0 BOARD OF DIRECTORS' RECOMMENDATION

The Board of Directors (except for Datuk Hong Ngit Ming and Ms. Hong Kun Yee), having considered all aspects of the Proposed Shareholders' Mandate, is of the opinion that they are in the best interest of the TGP Group and accordingly the Board (save for Datuk Hong Ngit Ming and Ms. Hong Kun Yee, who have abstained from making a recommendation on the Proposed Renewal of Shareholders' Mandate and Shareholders' Mandate for Additional Recurrent Transactions) recommends that you vote in favour of the Ordinary Resolution in relation to the Proposed Shareholders' Mandate to be tabled at the forthcoming 32nd AGM.

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9.0 ANNUAL GENERAL MEETING

The notice of AGM that contains the resolutions in respect of the Proposed Shareholders’ Mandate has been incorporated into the Annual Report 2026 that is circulated to you together with this Circular.

If you are unable to attend and vote in person at the AGM, you should complete and return the Form of Proxy enclosed in the Annual Report 2026 in accordance with the instructions therein as soon as possible and, in any event, so as to arrive at the Registered Office of the Company at 318, Teck Guan Regency, Jalan St. Patrick, Off Jalan Belunu, 91000 Tawau, Sabah not later than forty-eight (48) hours before the time appointed for holding the AGM or any adjournment thereof.

The completion and lodgement of the Form of Proxy will not preclude you from attending and voting in person at the AGM should you subsequently decide to do so.

Yours faithfully,

For and on behalf of the Board of Directors of

TECK GUAN PERDANA BERHAD

WONG PENG MUN

Chairman


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APPENDICES


Appendix I

FURTHER INFORMATION

1. RESPONSIBILITY STATEMENT

This Circular has been seen and approved by the Directors of TGP and they collectively and individually accept full responsibility for the accuracy of the information given and confirm that after having made all reasonable enquiries and to the best of their knowledge and belief, there are no facts, the omission of which would make any statement in this Circular misleading.

2. MATERIAL CONTRACTS

There are no material contracts (including contracts not reduced into writing), not being contracts entered into the ordinary course of business, which have been entered into by the Company and/or its subsidiaries within two (2) years preceding the date of this Circular.

The Board of Directors (save for Datuk Hong Ngit Ming and Ms. Hong Kun Yee) has considered all aspects of the RPT and is of the opinion that the transaction is fair, reasonable, on normal commercial terms and not detrimental to the interest of the minority shareholders and that the RPT is in the best interest of the Group.

There were no contracts relating to loans entered by the Company and its subsidiaries involving the directors and major shareholders' interests.

3. MATERIAL LITIGATION

The TGP Group is not engaged in any material litigation, claims or arbitration either as plaintiff or defendant. The Directors of TGP are not aware of any proceedings, pending or threatened against the Company and/or its subsidiary companies or of any facts likely to give rise to any proceedings which might materially or adversely affect the position or business of the Company and/or its subsidiary companies.

4. DOCUMENTS AVAILABLE FOR INSPECTION

Copies of the following documents are available for inspection during normal office hours at the Registered Office of the Company at 318, Teck Guan Regency, Jalan St. Patrick, Off Jalan Belunu, 91000 Tawau, Sabah from the date of this Circular up to and including the date of the AGM:

(i) the Constitution of TGP; and
(ii) the audited consolidated accounts of TGP for the past two (2) years ended 31st January 2025 and 31st January 2026.