PETRA ENERGY BERHAD (Company No: 718388-H) (Incorporated in Malaysia) ( The Company or PEB ) Minutes of the 11 th Annual General Meeting of the Company held at Mutiara Ballroom, Ground Floor, The Royale Chulan Damansara, 2, Jalan PJU 7/3, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan on Thursday, 18 May 2017 at 11:00 a.m. PRESENT : Tan Sri Sulong bin Matjeraie (Chairman) Encik Abdul Rahim bin Abdul Hamid (Senior Independent Non-Executive Director) Encik Ahmad Azra bin Salleh (Independent Non-Executive Director) Mr. Gian Carlo Maccagno (Non-Independent Non-Executive Director) Madam Ng Ing Peng (Non-Independent Non-Executive director) Encik Ahmadi bin Yusoff (Executive Director) Dato Anthony @ Firdauz bin Bujang (Group CEO/Executive Director) IN ATTENDANCE : Puan Aishah Hashim (Company Secretary) Encik Khairul Anwar bin Mohammad (Chief Financial Officer) Shareholders Proxy 74 shareholders representing 125,170 ordinary shares 64 proxy holders representing 139,180,046 ordinary shares (as per Attendance List) 1.0.0 1.1.0 2.0,0 2.1.0 2.2.0 3.0.0 3.1.0 3.2.0 CHAIRMAN Tan Sri Sulong bin Matjeraie presided as Chairman of the Annual General Meeting (Meeting). The Chairman welcomed all present at the Meeting and called the said Meeting to order at 11.00 am. He then briefly introduced himself, his fellow Directors, the Chief Financial Officer and the Company Secretary thereat. QUORUM The requisite quorum being present pursuant to Article 72 of the Company s Articles of Association, the Chairman declared the meeting duly convened. The Company Secretary advised that 73 Proxy Forms have been received from shareholders representing 257,508,634 (80.03%) shares within the stipulated prescribed period of 48 hours before the time for convening the Meeting. NOTICE OF MEETING The Notice convening the Meeting having been circulated to all shareholders on 19 th April 2017 was taken as read, with the consent of all shareholders. The Chairman briefed that pursuant to Article 77 of the Company s Article of Association, a poll can be demanded by the Chairman of the Meeting or by at least five members or by a member/s holding or representing by proxy or entitled to vote in respect of one-fifth part of the capital represented at the Meeting. 1
3.3.0 3.4.0 3.5.0 3.6.0 The Chairman further briefed that in line with international best practice in corporate governance, the voting at the meeting would be conducted by poll that gives effect to the principle of one share one vote principle. The Chairman informed that he would exercise his right as Chairman of the Meeting to demand for a poll pursuant to Article 77 of the Company s Articles of Association in respect of all resolutions put forth in the Meeting. The Chairman also informed that the Company had appointed Commercial Quest Sdn Bhd and Securities Services (Holdings) Sdn Bhd as Administrator and Scrutineer to conduct the polling process and validate the voting cast. The polling process for the resolutions would be conducted upon completion of the deliberation of all items to be transacted at the Meeting. The Chairman mentioned that the list of shareholders as projected on the screen have appointed him as the proxy and he would vote in accordance with their directives. 4.0.0 4.1.0 4.2.0 PRESENTATION BY DATO ANTHONY @ FIRDAUZ BIN BUJANG, EXECUTIVE DIRECTOR/ GROUP CHIEF EXECUTIVE OFFICER (CEO) The meeting was commenced with a detailed presentation to shareholders by the CEO highlighted amongst others: 2016 updates and highlights Business overview; (ii) Corporate structure Board and Management Team; (iii) Group HSE Performance; (iv) Operational updates; (v) Corporate responsibilities; (vi) Oil & gas industry (challenges and its impact); (vii) Impact on Petra Energy Berhad (viii) Key financial highlights; (ix) Initiatives that ensured sustainability; (x) Update on Risk Service Contract; and (xi) Moving forward. 4.3.0 Issues raised by Minority Shareholders & Watchdog Group (MSWG) and response by Management Before ending the presentation, the CEO read out the issues raised by MSWG received on 11 May 2017 in respect of the following issues: Strategic and financial matters; and (ii) Corporate governance matters. 4.4.0 4.5.0 For the benefit of the shareholders, the CEO read the Management s reply in response to the issues raised by the MSWG. Thereafter, it was opened to the members/proxy holders for questions on the abovementioned briefing by the CEO. 2
4.6.1 Question No.1 For the financial year ended 31 December 2016, the Group posted revenue of RM332.1 million and a net loss of RM14.2million Which segment will sustain the performance of the Group for FY 2017? (ii) What is the Group s current order Book and tender book? (iii) Could the Board provide the duration of the current contract? Management s Reply (ii) (iii) The development & production and services segment will continue to sustain the performance of the Group for FY 2017. Recovery of the marine assets segment is expected to be modest in FY2017 in view of the volatile oil and gas environment. The Group defines order book as the remaining balance of the long term contracts in hand. As at 31 December 2016, the balance of work orders to be awarded is estimated at RM1.4 million and the tender book is RM1.5 billion. The current anchor contracts for the Group will expire in May 2018 with an option to extend for an additional year. 4.6.2. Question No.2: It was reported that the Company recorded positive recurring contributions from the production & development segment in relation to the Kapal Banang & Meranti small field service contract. As at end of 2016, the total production stood at approximately 13.6 barrels. This venture contributed RM47.5million to the Group s earnings in FY2016. Would the Board be able to share on the estimated reserves available, the average production a year and whether contribution be better in FY2017 and moving forward? Management s Reply: The Board is unable to disclose the estimated reserves as the asset belongs to PETRONAS. The contractual terms does not allow us to divulge such information as per the scope of the risk service contract, Petra Energy is a contractor in developing and producing the assets owners well. Production profile remains strong. Contribution will depend on the oil price environment and efficiency in operating the well. Moving forward, there are plans to enhance production by drilling new wells. However, this decision is subject to approval by the asset owner, the economics of production & development and the market oil price. 4.6.3. Question No.3: On 9 August 2016, the Group found a strategic Partnership with Pekat Technologies Sdn Bhd to pursue opportunities in designing, procuring, installing, commissioning, operating and owning solar photovoltaic. Please brief the shareholders on the progress and what sort of contribution is the Company targeting to be generated from this new business? 3
(ii) What other business opportunities in the oil and gas sector is the Company planning to venture into? Management s Reply: The Group is currently in discussion to develop Solar PV for a state in peninsular Malaysia, the local authorities and Government has been supportive and has requested for further discussions on this. The land space for the Solar PV s will be leased by the Government. The business model is via sale of power to customers. At this juncture, we are yet to set targets and contribution from this business. (ii) It will only be Solar PV for now. Nevertheless, the Company is constantly on the lookout for viable projects that can complement Petra energy s core competencies and skill set. However, we will take a cautious approach in venturing into non-oil and gas sector. 4.6.4. Question No. 4 In FY 2016, the Group had recognized impairment of RM644.8 million on marine assets and RM14.7million trade receivables. (ii) Would there be further impairment on marine assets? What was the nature of impairment of RM14.7 million Management s Reply: Further impairment on marine assets are dependent on the marketability of the vessels for charter hire during the financial year. Opportunities to charter the vessels is determined by the external factors, such as the oil price and the oil & gas environment. Should the recovery of the oil price deteriorate and marketability and utilization is impacted there may be possible impairment on one vessel. However, if market sentiment improves and the vessels are utilized there should be no further impairments required. (ii) The impairment relates to amounts due from an oil & gas contractor. The Group decided to impair the amount as there is recoverability issue proven by the non-payment of installments as agreed by Petra and the debtor. 4.6.5. Question No. 5 We noted from page 63 at the Annual Report that the Board had voluntarily reduced their fees by 10% as a gesture of togetherness with the employees which have undergone salary cuts effective 1 July 2016. (ii) Were all employees of PEB subject to salary reduction? Was there any significant lay off of employees and if so, how many? Management s Reply Yes, all employees are subject to salary reduction during the period. Employees whose salary below RM 2,300.00 were not impacted by the salary cuts. 4
(ii) No, there was no significant lay-off of employees. Reduction in manpower numbers was largely on non-renewal of contracts upon expiry. 4.6.6. Question No. 6 We refer to the Financial Highlights on page 24 of the Annual Report and noted that certain data which would be useful to the existing shareholders and potential investors were not disclosed in the Highlights. To enhance usefulness of the Highlights, it would be a good practice to disclose the following additional data: (ii) (iii) (iv) (v) Dividend per share and dividend pay-out ratio Earnings per share Net assets per share Total cash balances Net gearing ratio Management s Reply Management takes note on the recommendations by MSWG and will reflect the same in the forthcoming reports of the Group. It is our aim to ensure good practice and for the benefit of shareholders. The table below reflects the data as recommended a per the question above. 2012 2013 2014 2015 2016 Dividend/share (sen) 1.0 1.0 2.0 10 (Special : 8 sen Interim : 2 sen) 5 Share price at end of each 1.49 2.15 1.73 1.26 0.95 Financial year Earnings per share 3.32 4.20 10.80 14.68 (35.58) Net assets/share (RM) 1.62 1.50 1.60 1.70 1.30 Total cash balances (RM m) 102.7 112.8 127.8 213.5 238.7 Het gearing ratio (Net D/E) 0.23 0.18 0.43 0.23 0.00 4.6.7. Question No. 7: Pursuant to Section 230(1) of the Companies Act, 2016, the fees of the directors, and any benefit payable to the directors including any compensations for loss of employment of a director or former director of a listed company and its subsidiaries shall be approved at the general meeting. We noted that, under Resolution 1, the Board is seeking shareholders approval for the payment of Directors fees for the financial year ended 31 December 2016. We also note that the non-executive directors were paid emoluments. As there is no resolution to seek shareholders approval for the benefits to the directors for FY 2017, does it mean that the Group would not be paying benefits to the directors until the AGM in 2018 when the approval is obtained from shareholders? 5
Management s reply The Directors fee structure inclusive of benefits has not been changed since 2013 and the Board proposes that the same amount be paid to Directors for FY 2016. Emoluments mentioned in the Annual report are Directors sitting allowance. The Company will convene a special meeting in the near future to seek shareholders approval for the payment of directors fee. 4.7.0 Question raised by Shareholder Shareholder Madam Choo How much is to be spent on the solar energy and does Petra Energy has expertise in this field? Reply from CEO CEO We do not have the exact figure as yet but venturing into solar energy is one of our long-term strategic plan to diversify the Company s business activities. We have a strategic partner for this venture and at the same time, we are developing our internal competence. 4.8.0 Since there was no further question raised, the Chairman proceeded to Agenda 1 of the Meeting. 5.0.0 5.1.0 5.2.0 5.3.0 AUDITED FINANCIAL STATEMENTS AND REPORTS OF THE DIRECTORS AND AUDITORS THEREON The Chairman tabled the Audited Financial Statements for the financial year ended 31 December 2016 together with the Reports of the Directors and Auditors set out on pages 80 to 161 of the Annual Report 2016. The Chairman explained that the Audited Financial Statements for the financial year 2016 were for discussion only under Agenda 1 and does not require shareholders approval under the provision of the Company s Act, 2016. There was no question raised by the shareholders on Agenda 1, the Chairman then proceeded to the next agenda. 6.0.0 6.1.0 6.2.0 PAYMENT OF DIRECTORS FEE The Chairman tabled Resolution 1 under item 2 of the Agenda on payment of Directors fee of RM541,000 for the financial year 2016, for the shareholders approval. The Motion proposed : Mr. Jullian Armstrong Motion seconded : Mr. Lai Yoke Thye 6
6.3.0 6.3.1 6.3.2 Question raised by the shareholder Shareholders Mr Ng Aik Peng Is there such a policy where when there is an improvement on the Company s performance, directors fee and dividends be increased? Dividend should be part of the Company s KPI Shareholders Mr. William Ng According to page 64 of the Annual Report, the remuneration of the two Executive Directors increased. Why? Reply from CEO CEO The Company does not have any fixed policy on dividend payment. Dividend payment to shareholders is actually governed by the Company s guided rules and most importantly, Company s performance. The Directors fee structure has not been changed since 2013. Reply from Chief Financial Officer (CFO) Chief Financial Officer Even though there is an increase in the remuneration mentioned in the Financial Statement, the Executive Directors remuneration falls within the market range in line with the Company s band. Madam Ng Ing Peng was re-positioned as Executive Director (rank from Chief Financial Officer) in middle 2015, hence the increase in Directors fee in 2016 is actually inclusive of her remuneration too. 6.4.0 The Chairman then demanded for a poll as the Chairman of the Meeting in accordance with Article 77 of the Company s Articles of Association, which would be conducted upon completion of the remaining business of the Meeting. 7.0.0 7.1.0 7.2.0 RE-ELECTION OF TAN SRI SULONG BIN MATJERAIE AND ENCIK AHMADI BIN YUSOFF AS DIRECTORS OF THE COMPANY PURSUANT TO ARTICLE 104 OF THE COMPANY S ARTICLE OF ASSOCIATION The Chairman informed that the third item of the Agenda was to re-elect himself and Encik Ahmadi bin Yusoff, who retire in accordance with Article 104 of the Company s Articles of Association as Directors of the Company and being eligible for re-election have offered themselves for re-election. The profiles of the directors standing for re-election were provided to members on page 13 and 18 of the Annual Report 2016, and also on page 7 (Explanatory Notes to the Notice of Annual General Meeting). 7
7.3.0 7.4.0 7.4.1 7.4.2 7.4.3 7.4.4 7.4.5 7.4.6 7.5.0 7.5.1 The Chairman further informed that an assessment based on related performance criteria has been conducted on individual Directors and the Board with recommendation of the Nomination Committee, had approved that these Directors are eligible for re-election. RE-ELECTION OF TAN SRI SULONG BIN MATJERAIE The Chairman informed that the item 3 was to consider his re-appointment as director of the Company pursuant to Article 104 of the Company s Articles of Association. Since he is the interested party to the motion, the Chairman proposed that Encik Abdul Rahim bin Abdul Hamid to chair the proceedings of Resolution 2. The Chairman with the permission of the Meeting handed the Chairmanship of the Meeting to Encik Abdul Rahim bin Abdul Hamid. Encik Abdul Rahim bin Abdul Hamid tabled Resolution 2 for the shareholders approval. Motion proposed : Mr Danny Chooi Motion seconded : Madam Choo Sau Ching Since there was no question raised, Encik Abdul Rahim bin Abdul Hamid demanded for a poll as the Chairman of the Meeting in accordance with Article 77 of the Company s Articles of Association, which would be conducted upon completion of the remaining business of the Meeting. Encik Abdul Rahim bin Abdul Hamid handed over the chair of the Meeting to the Chairman. RE- ELECTION OF ENCIK AHMADI BIN YUSOFF The Chairman tabled Resolution 3 for the shareholders approval. 7.5.2 Motion proposed Motion seconded : Madam Choo Sau Ching : Mr Lai Yoke Thye 7.6.0 Since there was no question raised, the Chairman informed that the poll vote on Resolution 3 would be conducted upon completion of the remaining business of the Meeting. 8.0.0 8.1.0 RETIREMENT OF DIRECTOR ENCIK AHMAD AZRA BIN SALLEH It was further informed by the Chairman that Encik Ahmad Azra bin Salleh did not seek reappointment pursuant to Article 104 of the Articles of Association. Hence, he retires at the conclusion of the 11 th Annual General Meeting. 9.0.0 9.1.0 9.2.0 APPOINTMENT OF AUDITORS FOR FINANCIAL YEAR 2016 The Chairman tabled Resolution 4 for shareholders approval. Motion proposed by : Mr. Lim See Wai Motion seconded by : Mr. Lee Seek Hor 8
9.3.0 Since there was no question raised, the Chairman demanded for a poll as the Chairman of the Meeting in accordance with Article 77 of the Company s Articles of Association, which would be conducted upon completion of the remaining business of the Meeting. 10.0.0 10.1.0 AUTHORITY TO ISSUE AND ALLOT SHARES The Chairman tabled the following Resolution 5 for shareholders approval: THAT subject always to the approvals of the relevant authorities and pursuant to Section 75 and 76 of the Companies Act, 2016, the Directors be and are hereby authorised to issue and allot ordinary shares in the Company at any time, upon such terms and conditions, for such purposes and to such person(s)as the Directors may in their discretion deem fit provided that the aggregate number of ordinary shares to be issued does not exceed ten per centum (10%) of the total issued share capital of the Company at the time of issue and that such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company.. 10.2.0 10.3.0 Motion proposed : Mr Lim See Wai Motion seconded : Madam Cheang Ai Chen Since there was no question raised, the Chairman demanded for a poll as the Chairman of the Meeting in accordance with Article 77 of the Company s Articles of Association, which would be conducted upon completion of the remaining business of the Meeting. 11.0.0 11.1.0 PROPOSED RENEWAL OF SHAREHOLDERS MANDATE FOR RECURRENT RELATED PARTY TRANSACTION OF A TRADING NATURE WITH OBYU HOLDINGS SDN BHD The Chairman tabled the following Resolution 6 for the shareholders approval: THAT pursuant to paragraph 10.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Company and/or its subsidiary companies be and are hereby authorised to enter into and give effect to recurrent related party transactions of a trading nature with OBYU, a company related to Shorefield Resources Sdn. Bhd., a major shareholder of the Company, as set out in Section 2.4, Table 1 of Part A of the Circular to Shareholders dated 19 April 2017, which are necessary for the Group s day-to-day operations in the ordinary course of business, on terms not more favourable than those generally available to the public and not detrimental to the minority shareholders of the Company. THAT such approval shall continue to be in force until: (a) the conclusion of the next Annual General Meeting ( AGM ) of the Company, at which time it will lapse, unless authority is renewed by a resolution passed at the next AGM; (b) the expiration of the period within which the next AGM is required to be held pursuant to Section 340 of the Companies Act, 2016 ( Act ) (but shall not extend to such extension as may be allowed pursuant to Section 340 (2) of the Act ); or (c) revoked or varied by resolution passed by the shareholders of the Company in a general meeting, before the next AGM; whichever is the earlier. 9
AND THAT the Directors of the Company be authorised to act for and on behalf of the Company, to take all such steps and execute all necessary documents as they may consider expedient or deem fit in the best interest of the Company to give effect to the transactions contemplated and/or authorised by this resolution.. 11.2.0 11.3.0 11.4.0 11.5.0 The Chairman further informed that the Resolution 6, if approved by the shareholders, would allow the Company to continue renting office space at Level 4 & Level 6 (South Wing), Level 13 (North Wing) and advertisement space at the rooftop of Menara OBYU located at Damansara Perdana, Petaling Jaya, Selangor. Encik Ahmadi bin Yusoff, the Executive Director of the Company and OBYU Holdings Sdn Bhd are deemed interested through Shorefield Resources Sdn Bhd in the RRPT mandate. Hence, the shareholders and their representatives are abstained from voting. Motion proposed : Madam Choo Sau Ching Motion seconded : Mr Lee Seek Hor Question raised by shareholder 11.5.1 Shareholder Mr Ng Aik Peng How nice is this penthouse? What is so good about it? Very few people realized that the rooftop at One Utama is called the Secret Garden and it is costly to upkeep the Garden. Reply from CEO CEO For clarification, the rental is not for a penthouse but a signage space at the rooftop. The rental is RM6,000.00 a month. 11.6.0 Since there was no question raised, the Chairman demanded for a poll as the Chairman of the Meeting in accordance with Article 77 of the Company s Articles of Association, which would be conducted upon completion of the remaining business of the Meeting. 12.0.0 12.1.0 PROPOSED NEW SHAREHOLDERS MANDATE FOR THE PURCHASE OF THE COMPANY S OWN SHARES ON BURSA MALAYSIA SECURITIES BERHAD OF NOT MORE THAN 10% OF THE ISSUED AND PAID UP SHARE CAPITAL OF THE COMPANY The Chairman tabled the following Resolution 7 for the shareholders approval: THAT subject always to the Companies Act,2016 ( the Act ), the Memorandum and Articles of Association of the Company, the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ( Bursa Securities ) and any other relevant governmental and/or regulatory authorities, the Directors of the Company be and are hereby authorised to purchase such number of ordinary shares of RM0.50 sen each in the Company s issued and paid up share capital of the Company from time to time through Bursa Securities upon such terms and conditions as the Directors may deem fit and expedient in the interest of the Company provided that the maximum number of shares which may be purchased and/or be held by the Company shall not exceed ten per cent (10%) of the issued and paid up ( Shares ) for the time being; 10
THAT the maximum amount of funds to be utilised by the Company for the purpose of the Proposed Share Buy-Back shall not exceed the Company s aggregate retained profits and/or share premium account; THAT authority be and is hereby given to the Directors of the Company to decide at their discretion, as may be permitted and prescribed by the Act and/or any prevailing laws, rules or regulations, orders, guidelines and requirements issued by the relevant authorities for the time being in force to deal with any of the Shares so purchased by the Company in the following manner: (a) to cancel the shares ; or (b) to retain the shares so purchased as Treasury Shares; or (c) to retain part of the shares so purchased as Treasury Shares and cancel the remainder; or (d) to distribute the Treasury Shares as dividend to shareholders and/or resell through Bursa Securities in accordance with the relevant rules of Bursa Securities. THAT the authority conferred by this Resolution will be effective immediately upon passing of this ordinary resolution and will continue to be in force until: (a) the conclusion of the next Annual General Meeting of the Company, at which time the said authority would lapse unless by ordinary resolution passed at that meeting, the authority is renewed, either unconditionally or subject to conditions; or (b) the expiration of the period within which the next AGM is required by law to be held; or (c) revoked or varied by an ordinary resolution passed by the shareholders of the Company in general meeting; whichever occurs first. AND THAT the Directors of the Company be and are hereby authorised to act and to take all steps and to give full effect to the Proposed Share Buy-Back with full power to assent any conditions, modifications, variations and amendments as may be imposed by the relevant authorities and to take all such steps as they may deem necessary or expedient in the best interest of the Company.. 12.2.0 12.3.0 Motion proposed : Mr Lee Seek Hor Motion seconded : Mr Lai Yoke Thye Question raised the shareholder: 12.3.1 Shareholders Madam AC Jiang Question: Petra Energy has bought back 800,000 shares and we would like to know : What is the Company s paid up capital? Reply from CFO CFO The Company s paid up capital is RM160,875,000.00 comprising of 321,750,000 ordinary shares, a total of up to 32,175,000 ordinary shares may be purchased by the Company. 11
(ii) Are you planning to give back to the shareholders or to write it off? Will you be able to reward us with the shares? The purpose of the share buy-back exercise amongst others are: - to enhance the Group s Earning Per Share and thereby long term and genuine investors are expected to enjoy a corresponding increase in the value of their investment; - potential realizing capital gain without effecting the total issued and paid up capital of the Company which then can be distributed as dividend to the shareholders; - to stabilize the supply and demand, as well as the price of its shares in the market. The unit bought back by the Company is relatively insignificant compared to overall paid up capital. Any decisions pertaining to the release of Treasury Shares will be guided by the Board of Directors. The Company does not have any specific plan for the treasury shares as at today. 12.3.2 Shareholder Mr Ng Aik Peng Reply from CEO CEO There are 3 or 4 ways to dispose or disperse money. Would you say one of the ways is to burn it and totally destroy it to become zero. Definitely, we will not burn the shareholders money. Petra Energy will continue to focus on its fundamentals and controllable factors within its reach with the aim to improve shareholders value during this challenging time. (ii) Another Company that did well is Dialog. Would there be any potential partnership between Petra Energy and Dialog? We take note on this and will deliberate the matter at our Board s Meeting. 12.4.0 Since there was no question raised, the Chairman demanded for a poll as the Chairman of the Meeting in accordance with Article 77 of the Company s Articles of Association, which would be conducted upon completion of the remaining business of the Meeting. 13.0.0 OTHER BUSINESS The Chairman informed that he had been advised by the Company Secretary that there was no notice received for any other business to be conducted at the Meeting. 12
14.0.0 14.1.0 14.2.0 14.3.0 POLLING PROCEDURES The Chairman declared that the registration for the attendance at the Meeting is closed at 12.00 pm. He called upon Mr. Wong Piang Yong representative from Securities Services (Holdings) Sdn Bhd to brief the members on the poll voting procedures. Mr. Wong Piang Yong briefed the members on the poll voting procedures. The Floor was informed that : the personalized voting slips (the slips) had been issued to the shareholders/proxy holders during the registration of attendance. The slips were pre-printed with the shareholders name, I/C number and their number of shares held/represented respectively. (ii) the shareholders/proxies were requested to indicate their voteby marking x in the appropriate boxes for Ordinary Resolutions stated onto the slips and sign the voting slips. (iii) all the voting slips should be placed in the ballot box. The vote count would commence upon adjournment of the Meeting and the results of the poll would be verified by the Scrutineer. The Chairman then declared that the meeting was adjourned at 12.15 pm for the poll vote count and to be resumed at 12.45 pm for the declaration of the declaration of the poll results. 15.0.0 15.1.0 15.1.1 ANNOUNCEMENT OF THE POLL RESULTS The Chairman called the Meeting to order at 12.45pm for the declaration of poll results. He informed that he had received the poll results from the Scrutineer, Commercial Quest Sdn Bhd. The Chairman invited Ms Yeop Li Shim to read out the poll results to the shareholders and proxies present at the Meeting. RESOLUTION 1 : PAYMENT OF DIRECTORS FEE Ms. Yeop Li Shim announced the poll results in respect of Resolution 1 as follows: Resolution FOR AGAINST Number of shares % Number of shares % Resolution 1 257,534,110 100 230 0 The Chairman declared Ordinary Resolution 1 carried 15.1.2 RESOLUTION 2 : RE-ELECTION OF TAN SRI SULONG BIN MATJERAIE PURSUANT TO ARTICLE 104 OF THE COMPANY S ARTICLES OF ASSOCIATION Ms. Yeop Li Shim announced the poll results in respect of Resolution 2 as follows: Resolution FOR AGAINST Number of shares % Number of shares % Resolution 2 256,269,440 100 0 0 Encik Abdul Rahim bin Abdul Hamid declared Resolution 2 carried 13
15.1.3 RESOLUTION 3 : RE-ELECTION OF ENCIK AHMADI BIN YUSOFF PURSUANT TO ARTICLE 104 OF THE COMPANY S ARTICLES OF ASSOCIATION Ms. Yeop Li Shim announced the poll results in respect of Resolution 3 as follows: Resolution FOR AGAINST Number of shares % Number of shares % Resolution 3 255,048,214 100 0 0 The Chairman declared Resolution 3 carried 15.1.4 RESOLUTION 4 : RE-APPOINTMENT OF MESSRS. PRICEWATERHOUSECOOPERS AS AUDITORS AND TO AUTHORISE THE DIRECTORS TO FIX THEIR REMUNERATION Ms. Yeop Li Shim announced the poll results in respect of Resolution 4 as follows: Resolution FOR AGAINST Number of shares % Number of shares % Resolution 4 257,533,340 100 1000 0 The Chairman declared Resolution 4 carried 15.1.5 RESOLUTION 5 : AUTHORITY TO ISSUE SHARES PURSUANT TO SECTIONS 75 AND 76 OF THE COMPANIES Act, 2016 Ms. Yeop Li Shim announced the poll results in respect of Ordinary Resolution 3 as follows: Resolution FOR AGAINST Number of shares % Number of % shares Resolution 5 224,589,328 100 1,237,900 0.55 The Chairman declared Resolution 5 carried 15.1.6 RESOLUTION 6 : RENEWAL OF SHAREHOLDERS MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE AND TRADING NATURE Ms. Yeop Li Shim announced the poll results in respect of Resolution 6 as follows: Resolution FOR AGAINST Number of shares % Number of shares % Resolution 6 169,154,340 100 0 0 The Chairman declared Resolution 6 carried 14
15.1.7 RESOLUTION 7 : RENEWAL OF SHAREHOLDERS MANDATE FOR SHARE BUY-BACK AUTHORITY Ms. Yeop Li Shim announced the poll results in respect of Resolution 7 as follows: Resolution FOR AGAINST Number of shares % Number of shares % Resolution 7 257,534,241 100 0 0 The Chairman declared Resolution 7 carried 16.0.0 16.1.0 CONCLUSION OF AGM APPRECIATION NOTE TO ENCIK AHMAD AZRA BIN SALLEH On behalf of the Board and Management of Petra Energy Berhad, the Chairman recorded his appreciation to Encik Ahmad Azra bin Salleh who had served on the Board and Board Committees since 2010. The Board also recognized his utmost commitment and invaluable contribution to the Company during his tenure as Independent Non-Executive Director of the Company. There being no other business transacted and the Chairman declared the Meeting closed and thanked all present. 16.2.0 The Meeting ended at 1.00 p.m. with a vote of thanks to the Chair. Confirmed as a correct record, Chairman Dated this 16 th of June 2017 15