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Bursa Category: Circular/Notice to shareholders

Circular/Notice to shareholders

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

Circular/Notice to shareholders

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

Circular/Notice to shareholders

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED ESTABLISHMENT OF AN EMPLOYEES’ SHARE OPTION SCHEME OF UP TO 30% OF THE TOTAL NUMBER OF ISSUED SHARES (EXCLUDING TREASURY SHARES, IF ANY) AT ANY POINT IN TIME DURING THE DURATION OF THE SCHEME FOR ELIGIBLE EMPLOYEES, EXECUTIVE DIRECTORS AND NON-EXECUTIVE DIRECTORS OF THE COMPANY AND ITS NON-DORMANT SUBSIDIARY(IES) (“PROPOSED ESOS” OR “SCHEME”)

Circular/Notice to shareholders

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED NEW SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

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Copyright © Jati Tinggi Group Berhad (1443955-H). All rights reserved.

Teo Swee Hing

Chief Commercial Officer

Teo Swee Hing (“Mr Teo”), a Malaysian aged 35, is our Commercial Senior Manager. Mr Teo is responsible for overseeing contract management, risk management, and business development of our Group.

Mr Teo graduated from Tunku Abdul Rahman College with a Diploma in Mass Communication (Public Relations) in 2011. He started his career after graduation as a Key Account Executive at Gintell Rest N Go Sdn Bhd, where he was responsible for researching and developing pipelines for clients, supporting clients, and formulating marketing plans. He left Gintell Rest N Go Sdn Bhd in January 2012 and joined JTHSB as a Contract Executive in February 2012, where he was responsible for negotiations with and management of vendors/suppliers on project requirements as well as liaising with our project management team.

In 2014, Mr Teo was promoted to Senior Contract Executive cum Senior Project Executive where his responsibilities included overseeing the preparation of tender documents and communicating with customers on operational matters which include project claims, variation orders and compliance with timelines and requirements. He was promoted to Contracts Manager in 2015, where his role included assisting in road excavation permit applications, overseeing the submission of claims (i.e., by JTHSB and from subcontractors), and contractual matters concerning operations (i.e., purchase price negotiations and contract price negotiations).

Mr Teo was promoted to Business Development Senior Manager in 2017, where he was responsible for analysing, preparing, and executing business plans, interfacing with clients and potential business partners for business expansion as well as project risk management. He was subsequently promoted to his current position as the Commercial Senior Manager of our Group in 2022, where he is involved in the execution of our Group’s business development activities such as reviewing and implementing contracts with customers. He is also involved in identifying risks in our Group’s business operations and projects and formulating the corresponding mitigating measures. He does not hold any directorship in public companies or listed issuers. He has no family relationship with any Director and/ or major shareholders of the Company nor have any conflict of interest in any business arrangement involving the Company.

He has not been convicted of any offence within the past five (5) years other than traffic offenses, if any, and there have not been any public sanctions nor penalties imposed on him by any relevant regulatory bodies for the financial year ended 30 November 2024.

David Lee Tuck Wai

Chief Financial Officer

David Lee Tuck Wai (“Mr David”), a Malaysian aged 60, is our Chief Financial Officer (“CFO”). He is responsible for overseeing our Group’s financial matters, which includes reviewing of financial information to discharge our Group’s statutory reporting obligations, fund raising and updates on the financial performance of our Group. He also plays a pivotal role in guiding and mentoring the staff of Finance and Accounts Departments.

He graduated with a Diploma of Commerce (Financial Accounting) from Tunku Abdul Rahman College in 1987 and has been a member of the Association of International Accountants, United Kingdom (AIA) since 1992, as well as the Chartered Tax Institute of Malaysia since 1997. After graduation, he has worked for 2 major accounting firms from 1988 to 1997. Since 1997, he has been working for Bina Puri Group and his last position was Group CFO of Bina Puri Holdings Berhad from 2007 until he resigned in early 2020.

In January 2021, he joined Jati Tinggi Holding Sdn Bhd (“JTHSB”) as a Financial Controller and resigned in April 2021. In July 2022, he rejoined JTHSB as CFO. He does not hold any directorship in public companies or listed issuers. He has no family relationship with any Director and/or major shareholders of the Company nor have any conflict of interest in any business arrangement involving the Company.

He has not been convicted of any offence within the past five (5) years other than traffic offenses, if any, and there have not been any public sanctions nor penalties imposed on him by any relevant regulatory bodies for the financial year ended 30 November 2024.

Dato’ Sri Dr. Mohd Nizom Bin Sairi

Independent Non-Executive Director

Dato’ Sri Dr. Mohd Nizom Bin Sairi (“Dato’ Sri Dr. Mohd Nizom”), a Malaysian aged 63, is our Independent Non-Executive Director.

Dato’ Sri Dr. Mohd Nizom started his career with the Inland Revenue Board of Malaysia (“IRBM”) after graduating with a Bachelor of Science degree from Laurentian University, Canada in 1985. Dato’ Sri Dr. Mohd Nizom persevered on the path of knowledge and obtained a Master’s degree in Information System Management from the Lawrence Technological University, USA in 1997 while in service as a training officer with IRBM. His quest and hunger for knowledge did not stop there as evidenced by his conferment of a doctorate degree from the Swiss School of Management on 17 September 2022. He also holds an Honorary Professor title from University of Cyberjaya and is an Adjunct Professor with UNITAR International University. Having served IRBM for over 37 years, Dato’ Sri Dr. Mohd Nizom has a wealth of knowledge on the operations and administration of direct taxes in Malaysia.

Having gathered the right knowledge, expertise and exposure in taxation and management, Dato’ Sri Dr. Mohd Nizom was seen as the right candidate to helm one of the most crucial agencies in Malaysia, as the Chief Executive Officer (“CEO”)/ Director General (“DG”) of Inland Revenue, a post he has held since 19 October 2021.

He ceased to be CEO/DG due to his service contract expired on 16 December 2023.

Dato’ Sri Dr. Mohd Nizom has risen through the ranks from within the organisation, where he has served in senior capacities in the various departments, states and branches of IRBM, namely Director of Compliance Department, Director of Investigation Department, State Director of Perak, Director of Malaysian Tax Academy, Deputy CEO (Management) and Deputy CEO (Tax Operations) before his appointment as CEO.

Dato’ Sri Dr. Mohd Nizom has been instrumental in the digitisation agenda of the tax administration in Malaysia. He headed the committee overseeing IRBMs Transformation Plan, which has been put in place to further streamline the tax system of the country.

Currently, he is an Independent Non-Executive Chairman of Varia Berhad (formerly known as Stella Holdings Berhad (a company listed on the Main Market of Bursa Securities) as well as holding a directorship in Siti Khadijah Holdings Sdn Bhd.

Dato’ Sri Dr. Mohd Nizom does not have any family relationship with any Director and/or major shareholder of the Company. Upon his appointment to the Board on 1 February 2024, Dato’ Sri Dr. Mohd Nizom attended four (4) Board Meetings held during the financial year ended 30 November 2024.

Dato’ Che Nazli Binti Jaapar

Independent Non-Executive Director

Dato’ Che Nazli Binti Jaapar (“Dato’ Che Nazli”), a Malaysian aged 62, is our Independent Non- Executive Director.

Dato’ Che Nazli has a Bachelor degree of Business Management majoring in Finance from the University of Tulsa, Oklahoma United States of America. She is also a holder of Diploma in Public Management from the National Institute of Public Administration (INTAN), Malaysia.

Dato’ Che Nazli had in January 2024 retired as the Under Secretary, Tax Division, Ministry of Finance (MOF), holding the position since February 2021. Prior to that, she was the Chief Operating Officer in SME Corporation Malaysia, Director of Human Resource Management Division, Ministry of Investment, Trade and Industry (formerly known as Ministry of International Trade and Industry) and Chief Administration Officer, the National Palace.

Dato’ Che Nazli has wide international exposure on Implementation of e-Invoicing: Mexico Experience (Mexico Tax Office), Tax Modelling (Australian Tax Office), Economic Policy Design (MOF Japan), Leadership and Strategic Change (University of Cambridge, UK), Innovation & Productivity in Public Administration (Switzerland), Leadership Development Program (London).

She is also actively involved in the Tax Conferences and Seminars organised by Inland Revenue Board of Malaysia, Chartered Tax Institute of Malaysia (CTIM), EY, KPMG and PwC as a speaker, panelist and moderator.

Dato’ Che Nazli is also a lead negotiator for Double Taxation Avoidance Agreement (DTAA) between Malaysia and Georgia, Russia and Maldives. Besides, she is also involved in negotiation for Mutual Agreement Procedure (MAP), Advance Pricing Arrangement (APA) and Bilateral Advance Pricing Arrangement (BAPA) with Canada, Japan, Korea, Denmark and Netherlands. She is currently with EY as an Independent Contractor, a Corporate Advisor of Humanology Sdn. Bhd. She is also an Independent Director of MMAG Holdings Berhad (a company listed on the ACE Market of Bursa Securities) and Datasonic Group Berhad (a company listed on the Main Market of Bursa Securities, as well as holding a directorship in Malaysian Bioeconomy Development Corporation Sdn. Bhd.

Dato’ Che Nazli does not have any family relationship with any Director and/ or major shareholder of the Company. Upon her appointment to the Board on 1 February 2024, Dato’ Che Nazli attended four (4) Board Meetings held during the financial year ended 30 November 2024.

Poon Lai Kit

Independent Non-Executive Director

Poon Lai Kit (“Madam Poon”), a Malaysian aged 54, is our Independent Non-Executive Director.

In 1990, Madam Poon completed her Malaysian Higher School Certificate from Tunku Abdul Rahman College. In 2000, she obtained her Chartered Institute of Management Accountants (CIMA) qualification.

She is a Chartered Accountant with the Malaysian Institute of Accountants since 2004.

She commenced her career in 1991 at V.P. Nathan & Partners, a law firm, as an Accounts Clerk where she was responsible for manual bookkeeping. During the same year, she resigned from the position to pursue her Chartered Institute of Management Accountants (CIMA) qualification.

In January 1995, while she was pursuing her Chartered Institute of Management Accountants (CIMA) qualification, she joined Fuji Xerox Asia Pacific Pte Ltd (presently known as Fujifilm Business Innovation Asia Pacific Pte Ltd), a company principally involved in distributing Fuji Xerox copying equipment and related products, as an Accounts Assistant based in Malaysia and was tasked with processing and recording of financial transactions. In September 1995, she resigned from this position.

In 1996, she joined Parkson Corporation Sdn Bhd, a department store operator, as a Senior Accounts Supervisor where she was tasked with managing and maintaining accounting records.

She was promoted to the position of Accounts Executive in 1998, where she was responsible for preparing management accounts. In 2000, she resigned from the company.

She then joined FJ Benjamin (M) Sdn Bhd, a company principally involved in the distribution and retail of international luxury and lifestyle brands, in 2001 as an Accounts Executive, and was promoted to the position of Accountant in 2003. In her last held position, she was responsible for preparing and reviewing management accounts and financial reports of the company.

In June 2005, she left FJ Benjamin (M) Sdn Bhd to join Ball Watch Malaysia Sdn Bhd, a distributor of luxury watches, as a Finance and Operations Manager in July 2005, a position she continues to hold until to-date. She is responsible for overseeing the financial and operational activities of the company.

Madam Poon does not have any family relationship with any Director and/ or major shareholder of the Company. She does not hold any directorship in other public companies or listed issuers. She attended all the six (6) Board Meetings held during the financial year ended 30 November 2024.

Loo May Len

Independent Non-Executive Director

Loo May Len (“Madam Loo”), a Malaysian aged 54, is our Independent Non-Executive Director.

Madam Loo graduated from Informatics College with an International Diploma in Computer Studies in 1993. Subsequently, she pursued her studies in accountancy and obtained her Chartered Institute of Management Accountants (CIMA, U.K.) qualification in 1995. She was recognised as a Registered Accountant and became a Member of the Malaysian Institute of Accountants (MIA) in 2000, and a certified Chartered Accountant of MIA in 2001. She has also been an Associate Member of the Chartered Institute of Management Accountants, UK (ACMA, UK) since 2000 and was accepted as a Fellow Member of CIMA and Member of Chartered Global Management Accountants (CGMA, UK) in 2012, and Fellow Member of the Chartered Institute of Management Accountants, UK (FCMA, UK) also in 2012.

Madam Loo was certified to become a registered Company Secretary with the Companies Commission of Malaysia (SSM) in 2020. Madam Loo began her career in 1995 as an Accounts cum Administration Executive at Perwimas Telecommunications Sdn Bhd, where she was responsible for the management of monthly management accounts and administrative matters. Later, she joined Mahajaya Holdings Berhad, as an Assistant Accountant, where she was tasked to prepare and review the company’s management accounts and financial reports. Subsequently, she joined Puncak Alam Housing Sdn Bhd, as an Accountant and Acting Finance and Accounts Manager, before she was engaged by U-Wood Holdings Berhad (now known as TRIplc Berhad, a wholly-owned subsidiary of Puncak Niaga Holdings Berhad) in August 2004 as the company’s Finance and Accounts Manager.

Madam Loo later joined Pembinaan Mitrajaya Sdn Bhd, as its Finance Manager, where she was subsequently promoted to become the company’s Senior Finance Manager in 2013. In January 2025, she was promoted to the position of General Manager, Finance. Madam Loo is currently a Joint Company Secretary to 17 subsidiaries of Mitrajaya Holdings Berhad.

Madam Loo was appointed as a member of the Pembinaan Mitrajaya Sdn Bhd’s internal risk management committee and management review board. She is responsible for overseeing the company’s risk management as well as internal control systems for annual review and certification in compliance with ISO 9001:2015, ISO 14001:2005 and ISO 44001:2018, as part of the Mitrajaya group of companies’ quality, environmental, safety, and health management system.

Madam Loo does not have any family relationship with any Director and/ or major shareholder of the Company. She does not hold any directorship in other public companies or listed issuers. She attended all the six (6) Board Meetings held during the financial year ended 30 November 2024.

Dato’ Ir. Lim Yew Soon

Independent Non-Executive Director

Dato’ Ir. Lim Yew Soon (“Dato’ Ir. Lim”), a Malaysian aged 68, is our Independent Non-Executive Director.

In 1979, Dato’ Ir. Lim obtained a Diploma in Electrical Engineering (Power) from Universiti of Teknologi Malaysia. In 1981, he graduated with a Bachelor of Science with Honours in Electrical & Electronic Engineering from the University of Strathclyde, Glasgow, Scotland, United Kingdom. In 1995, he obtained a Master in Electrical Engineering from Universiti of Teknologi Malaysia.

He has been a member of the Institution of Engineers, Malaysia (IEM), Institution of Electrical Engineers (IEE now IET) United Kingdom, a Professional Engineer (P.Eng) of the Board of Engineers, Malaysia (BEM) since 1986 and a Chartered Engineer (C.Eng) UK since 1989. He is also an Electricity Commission Certified Competent and Services Engineer.

He commenced his career in 1979 by joining the NEB as a Technical Assistant. While still at NEB, he took a leave of absence from September 1979 to September 1981 to pursue his Bachelor of Science with Honours in Electrical & Electronic Engineering from the University of Strathclyde, Glasgow, Scotland, United Kingdom. Upon graduation, he returned to resume his employment in NEB in October 1981 as an Assistant District Engineer of NEB Klang, Selangor. Dato’ Ir. Lim has served in various capacities in TNB offices nationwide since then and has accumulated approximately 40 years of experience in Malaysia’s electricity supply industry, with a focus on the electricity distribution and transmission segments.

He has served in the following positions:

Years Positions and locations
1983-1985 Assistant District Manager of NEB Shah Alam, Selangor
1985-1989 Project Engineer in the Mini Hydro Department
1989-1993 District Engineer of NEB/TNB Klang, Selangor
1993-1997 Protection Manager of the Kuala Lumpur district
1997-2000 Control Manager of the Bangsar and Klang Regional Control Centre
2000-2003 Deputy Chief Engineer and Principal State Engineer, Network Service of TNB Kuala Lumpur
2003-2004 Senior Manager (Operation and Maintenance Methodologies)
2004 Principal Engineer (Operations – Area 1)
2004-2008 Principal Engineer (Operations – Area 2)
2008-2012 Chief Engineer of TNB Pulau Pinang
2012-2013 Chief Engineer of TNB Kuala Lumpur
2013-2017 General Manager of TNB Kuala Lumpur
2017-2018 General Manager of TNB Pulau Pinang
2018-2019 General Manager of the TNB Strategy and Regulatory (STAR) Division
2019-2020 Part-time Special Advisor to the TNB Strategy and Regulatory (STAR) Division
Throughout his tenure at TNB and up to his retirement in 2020, he has contributed to commercial and technical functions in various departments where he was responsible for overseeing distribution networks of different areas and states, monitoring and reviewing performance of distribution networks, reviewing and developing standard operating procedures for operation and maintenance methodologies, as well as monitoring of the daily operations of the construction unit, operation and maintenance unit, planning and project management unit, street lighting unit, metering unit, supervisory control and data acquisition (SCADA) and telecommunication unit and supply restoration centre.

Chin Jiunn Shyong

Executive Director/Chief Operating Officer

Chin Jiunn Shyong (“Mr Chin”), a Malaysian aged 57, is our Executive Director/Chief Operating Officer (“COO”). He is responsible for planning, coordinating and managing the daily operational functions of our Group, including overseeing our project delivery activities.

In May 1993, Mr Chin graduated with a Bachelor of Applied Science (Computer Technology) from Nanyang Technological University, Singapore.

Upon graduation, Mr Chin commenced his career in June 1993 at Technomation System Pte Ltd, Singapore, a company which was involved in electrical works where he was a Software Development Manager. He was responsible for developing application software for building automation systems and providing support for its system implementation.

In 1995, he resigned from this position. In 1996, he joined Overseas Union Bank Limited, Singapore as a Senior Information Systems Officer, where he was tasked with developing and supporting banking and finance application systems.

In 2001, he left Overseas Union Bank Limited and worked as a project manager on a project basis in Tenaga Nirwana (M) Sdn Bhd, a company principally involved in the provision of electrical cable installation works. During his tenure at Tenaga Nirwana (M) Sdn Bhd, he was involved in the project management of underground infrastructure utility projects. He subsequently left Tenaga Nirwana (M) Sdn Bhd after completion of his last project at the end of 2002.

In 2003, he joined JTSB (presently known as JTHSB) as an Assistant to the Managing Director, and began assisting Dato’ Seri Lim with tender document preparation for underground infrastructure utility projects, as well as developing our Group’s in-house ERP, which has over the years, evolved into a project management tool that we use to manage resource allocation, logistics, workflow scheduling and progress for our projects.

In 2004, he became a substantial shareholder of JTSB (presently known as JTHSB) and was appointed as a director of JTSB. Since then, he became actively involved in planning, coordinating and managing the daily operational activities of JTSB. Over the years, he also utilised his IT expertise and contributed to leading the development and/ or advancement of our technical-driven solutions such as our ERP system, site management system mobile application and InfraMap platform.

Mr Chin is the spouse of Madam Lim Ming Hong, a substantial shareholder of the Company who is also the sister of Dato’ Seri Lim.

Mr Chin does not hold any directorship in other public companies or listed issuers. He attended all the six (6) Board Meetings held during the financial year ended 30 November 2024.

Dato’ Seri Lim Yeong Seong

Managing Director

Dato’ Seri Lim Yeong Seong (“Dato’ Seri Lim”), a Malaysian aged 53, is our Managing Director. He is responsible for planning the overall strategy and corporate direction of our Group, and implementing business strategies to grow our Group and business. His role among others, also includes formulating business development strategies as well as cultivating business relationships with customers and suppliers.

In 1996, Dato’ Seri Lim graduated with a Bachelor of Science in Civil Engineering with High Honor from South Dakota State University, United States of America. In 2000, he obtained a Master of Business Administration (General Management) from Universiti Putra Malaysia.

After graduation, Dato’ Seri Lim commenced his career in 1997 at Tenaga Nirwana (M) Sdn Bhd, a family business principally involved in the provision of electrical cable installation works, as a Project Manager, where he was mainly responsible for coordinating and overseeing infrastructure utilities construction projects for the power sector. In 2002, he resigned from Tenaga Nirwana (M) Sdn Bhd.

In 2003, he jointly acquired Jati Tinggi Sdn Bhd (“JTSB”) (presently known as JTHSB) with an unrelated third party, and was subsequently appointed as a director. JTSB was a dormant shelf company and Dato’ Seri Lim began to build our business up to the current state. Under his leadership, our Group has implemented internal operating procedures that have guided our business processes and operations. This has allowed us to demonstrate our technical capabilities in underground and overhead utilities engineering projects for the electricity supply industry, and progressively undertake larger and technically complex projects over the years.

Under his stewardship, our Group has evolved from specialising in electricity distribution-related underground and overhead utilities engineering projects (i.e., 11kV and 33kV projects) to transmission- related underground utilities engineering projects (i.e., 132kV and 275kV projects).

Dato’ Seri Lim is the brother of Madam Lim Ming Hong, a substantial shareholder of the Company and the brother-in-law of Mr Chin Jiunn Shyong, an Executive Director/Chief Operating Officer of the Group.

Dato’ Seri Lim does not hold any directorship in other public companies or listed issuers. He attended all the six (6) Board Meetings held during the financial year ended 30 November 2024.

Datuk Ir. Mohd Aminuddin Bin Mohd Amin

Independent Non-Executive Chairman

Datuk Ir. Mohd Aminuddin Bin Mohd Amin (“Datuk Ir. Mohd Aminuddin”), a Malaysian aged 64, is our Independent Non-Executive Chairman.

In 1984, Datuk Ir. Mohd Aminuddin graduated with a Bachelor of Science in Electrical Engineering from the University of Sussex, United Kingdom.

He has been a member of the Institution of Engineers, Malaysia (IEM) since 1990. He has also been a Professional Engineer (PE) of the Board of Engineers, Malaysia (BEM) since 1992.

Upon graduation, he commenced his career in September 1984 by joining the National Electricity Board of the States of Malaya (“NEB”, presently succeeded by TNB, a major utility company in Malaysia) as an Assistant Engineer. Datuk Ir. Mohd Aminuddin has served in various capacities in TNB offices nationwide since then and has accumulated approximately 35 years of technical and management experience in the electricity supply industry in Malaysia, primarily in the distribution segment.

Throughout his tenure in TNB, he has served in the following positions:

Years Positions and Locations
1987-1994 Consumer, Project and Planning Engineer in Melaka
1994-1996 Project Manager in Johor
1997-1998 Area Manager of Kemaman, Terengganu
1999-2005 Project, Area and Business Operation Manager in Negeri Sembilan
2005-2008 State General Manager of Melaka
2009-2013 State General Manager of Johor
2013-2019 Senior General Manager of the Corporate Affairs and Communications Department

In his last position as the Senior General Manager of the Corporate Affairs and Communications Department before his retirement in 2019, he was responsible for the overall planning and implementation of corporate communication strategies, providing strategic public relations counsel to the management team as well as managing stakeholder relationships across the regulatory, government and legal functions of TNB.

Upon retiring from TNB, he founded BrightON Engineering Consultant in August 2019, a sole proprietorship principally involved in engineering consultancy. BrightON Engineering Consultant’s business registration expired on 20 August 2020. Since then, BrightON Engineering Consultant has ceased operations. He is currently also a director of Matrix Medicare Sdn Bhd (a 70%-owned subsidiary of Matrix Healthcare Sdn Bhd, which in turn is a wholly-owned subsidiary of Matrix Concepts Holdings Berhad (a company listed on Main Market of Bursa Securities)), a position he held since August 2019.

Datuk. Ir. Mohd Aminuddin does not have any family relationship with any Director and/or major shareholder of the Company. He does not hold any directorship in other public companies or listed issuers. He attended all the six (6) Board Meetings held during the financial year ended 30 November 2024.