online via the Boardroom Smart Investor Portal at https:/ /investor.boardroomlimited.com before the abovementioned cut-off time. For further details on proxy lodgement, kindly refer to the Administrative Details of 34th AGM. 8. Pursuant to Paragraph 8.29A of the MMLR, voting at the Meeting will be conducted by poll. EXPLANATORY NOTES ON SPECIAL BUSINESS: (e) Ordinary Resolution 21 - Proposed Grant and Allotment of Shares Pursuant to Paragraph 6.06 of the MMLR, any offer and issuance of shares to the director, major shareholder or chief executive and persons connected with them must be approved by the shareholders at the general meeting stating the specific allotment. The Proposed Grant is the maximum number of TNB Shares that may be vested to Datuk Ir. Megat Jalaluddin bin Megat Hassan subject to the stretchedindividual and Company performance targets set by the Board Long Term Incentive Plan Committee (BLTIP) and Board, upon the vesting exercise. The BLTIP and Board (save for Datuk Ir. Megat Jalaluddin bin Megat Hassan) have deliberated on the proposal and concurred that the proposed maximum allowable number of TNB Shares allocation is fair and reasonable, to link the interest of Executive Director with the long term shareholders’ value enhancement and long term success of the Company. The proposed Ordinary Resolution 21, if passed, is to empower the Directors at any time and from time to time to cause or procure the offering and the allocation to Datuk Ir. Megat Jalaluddin bin Megat Hassan, such number of TNB Shares as they shall deem fit, which will be vested to him for the remaining LTIP period until 29 April 2025, subject to such terms and conditions of the LTIP By-Laws, which was approved at the Extraordinary General Meeting of the Company held on 18 December 2014. Datuk Ir. Megat Jalaluddin bin Megat Hassan shall abstain from voting on Ordinary Resolution 21. NOTICE OF THE 34TH ANNUAL GENERAL MEETING TENAGA NASIONAL BERHAD Integrated Annual Report 2023 380 STATEMENTACCOMPANYINGNOTICEOF