Indofood Agri Resources Ltd. - Annual Report 2024

NOTICE OF ANNUAL GENERAL MEETING Group Overview Financials Other information Sustainability and Governance Operation and Financial Review Indofood Agri Resources Ltd. 174 That the directors of the Company be and are hereby authorised to complete and do all such acts and things (including executing all such documents as may be required) as they may in their discretion deem necessary, desirable or expedient in the interests of the Company to give effect to the Proposed IPT Mandate and/or this Resolution. [Resolution 7] 8. The proposed renewal of the Share Purchase Mandate That: (a) for the purposes of Sections 76C and 76E of the Companies Act, as may be amended or modified from time to time, the exercise by the directors of the Company of all the powers of the Company to purchase or otherwise acquire issued and fully paid ordinary shares of the Company (the “Shares”) not exceeding in aggregate the Prescribed Limit (as hereinafter defined), at such price or prices as may be determined by the directors of the Company from time to time up to the Maximum Price (as hereinafter defined), whether by way of: (i) market purchases (each a “Market Purchase”) on the SGX-ST; and/or (ii) off-market purchases (each an “Off-Market Purchase”) effected otherwise than on the SGXST in accordance with any equal access scheme(s) as may be determined or formulated by the directors of the Company as they consider fit, which scheme(s) shall satisfy all the conditions prescribed by the Companies Act, and otherwise in accordance with all other laws, regulations and listing rules of the SGX-ST as may for the time being be applicable, be and is hereby authorised and approved generally and unconditionally (the “Share Purchase Mandate”); (b) unless varied or revoked by the Company in general meeting, the authority conferred on the directors of the Company pursuant to the Share Purchase Mandate in paragraph (a) of this Resolution may be exercised by the directors of the Company at any time and from time to time during the period commencing from the date of the passing of this Resolution and expiring on the earliest of: (i) the date on which the next annual general meeting of the Company is held; or (ii) the date by which the next annual general meeting of the Company is required by law to be held; or (iii) the date on which purchases or acquisitions of Shares are carried out to the full extent mandated; (c) in this Resolution: “Prescribed Limit” means 5% of the total number of issued Shares of the Company (excluding subsidiary holdings in each class and any Shares which are held as treasury shares) as at the date of the passing of this Resolution; and “Maximum Price”, in relation to a Share to be purchased, means an amount (excluding brokerage, stamp duties, applicable goods and services tax and other related expenses) not exceeding: (i) in the case of a Market Purchase, 105% of the Average Closing Price (as defined hereinafter); and (ii) in the case of an Off-Market Purchase, 110% of the Average Closing Price (as defined hereinafter),

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